Black Feathers
by Xelac
Summary: Just when she thought the adventure was over, GLaDOS finds herself thrust out of her facility and into a world she never knew existed - one containing undocumented species and unusual forces of nature called "magic". To study this world scientifically, she must first learn to control it, and find a way into a sealed-off lab hidden somewhere in her facility.
1. Angel of Darkness

**A/N: EDIT - The first chapter has been edited to something that makes more sense, especially considering what I'm planning for the end. I feel like this flows better and is more concise as well. It shouldn't affect the next chapters, though, but if you see a serious conflict let me know so I can fix it.**

**A/N: Hello, guys, I'm back from extended hiatus. I have been revived from the dead by some ideas for fanfiction. I've had to wait almost a week after Christmas for my laptop to come in because bad weather held it up. Not only that, but I've had to readjust to Windows after using a Mac for so long. Plus, it's a Windows 8…**

**I'm not sure how this is going to be received… of course, I shouldn't be writing just for you, I should be writing for fun and be fine even if only a handful of you like it, but oh well. No one likes hateful comments. The thing is, this is a fantasy fic, and there aren't many of these in the Portal Archive. Another thing to point out is that although some of this is classic mythology, it is my story so a lot of it's coming out of my head. For example, one of the supernatural creatures mentioned here is the angel. Now, I did do some research into the mythology of angels from various religions, and they all generally say the same thing. However, I have decided early on in the planning of this fic that the angels mentioned here will be nothing like that. All information about them written here was made up purely for the sake of this fic. Think of them as in the same league as vampires and werewolves. There will be no religious connotation with them. If that bothers you to the point of not wanting to read this, that's fine, there are plenty of other good stories on this site for you to read instead and I encourage you to do so.**

**Now that the horribly long intro is out of the way, I'm certain you would much rather read the fic than read about me rambling about it.**

"Corrupted cores! We're in luck," GLaDOS said, "You find a way to stun him, I'll send in a core and then you attach it to him. If we do it a few times, he might become corrupt enough for another core transfer."

'_It'd be so much easier if we could just blow him up',_ Chell thought, but remained silent as usual. She didn't want to risk accidentally giving herself away, and it wasn't like anything good would come out of talking back anyway. It never did in the past.

For the hundredth time, she prodded carefully at the curse, testing its strength. She sighed to herself. There was no way she could break it on her own. She'd kept trying and trying; whenever she had a moment away from the sight of all the AIs she's had to deal with, she would poor all of her strength against it, to the point of almost passing out, and the curse would not even budge. She needed more power, but from where? She had a vague idea of a spell she could use on GLaDOS, but she wasn't sure what it would do, as using it seemed to rely more on her instinct rather than her knowledge. However, it was her only choice at the moment. All she needed to do was take out Wheatley, get GLaDOS back in her body, and make some sort of physical contact with her somehow. Not to mention that an idea was forming in her mind about what to do afterwards…

_Later…_

'_Humans are terribly over-studied'_, GLaDOS decided, though a little sarcastically. It was true that humans had been studying themselves for thousands of years, and while they did spend a large chunk of that time getting it wrong, they did eventually get on the right track as science became more advanced. Although she had been fine with squeezing out new data from them by putting them in unique and often hostile environments, she realized that in all the time she spent doing science, she had never had the chance to study anything new.

Although there were objects like the portal gun that used physics never before seen by science, it had all been figured out and put to use before she came along. She could always advance scientific understanding of such things and improve them, but there wasn't anything in the facility that she could begin to research with a fresh, clean slate.

Because of this, she got a rush of excitement she had never felt before in discovering an organism totally unknown to science… or perhaps an experiment that had gone so wrong, Aperture eliminated all files regarding it. Of course, that didn't make sense. Failed experiments that had caused hundreds of deaths in the past were filed away. In fact, experiments that resulted in no scientific value whatsoever were written down somewhere. It made no sense that Aperture had created or was even aware of this anomaly. In fact, not even GLaDOS had guessed that the test subject was anything more than an unusually dangerous human.

After they exiled Wheatley to outer space, Chell had passed out on the chamber floor. Of course, she appeared normal then. It wasn't until after she had woken up that things changed. GLaDOS was in the middle of her monologue when Chell interrupted her by stepping off the lift.

"Wait," she said, holding up her hand.

"What are you doing?" the AI demanded even though she felt strangely unthreatened by Chell's actions, "I was about to release you, you know. If you try to murder me again, however, I will go back to killing you. You don't have a portal gun or long fall boots anymore, in case you haven't noticed."

Chell chuckled. "I know. I just want to try something first. Come closer…"

GLaDOS felt unusually trusting and lowered her head. Chell's hand had barely brushed her face plate when everything went black, and there was a sound that resembled shattering glass. She felt a small vibration go through her chassis, and then her sight came back. She checked her systems, but no errors were reported. She turned back to Chell and froze.

"What was that?" she asked suspiciously, "And… what are you?"

Her skin was paler than previously observed and some of her hair had been freed from her ponytail and formed bangs that slightly obscured her eyes, which, rather than the blue-grey color they appeared to be earlier, were actually a piercing icy blue. Admittedly, she was never actually fat, but she now had a leaner, bonier frame than before. Obviously, the most interesting difference was the pair of glossy black wings that were folded neatly at her sides.

"Can't believe that worked…" Chell said quietly to herself, her back to GLaDOS. She turned her head to face the AI. "That," she said, "Was a rather strong curse breaking. Welcome to the world of the supernatural."

GLaDOS allowed her chassis to sway from side to side as she examined her former test subject. "What do you mean by 'supernatural'? You haven't answered my question on what you are, by the way."

Chell sighed, stretching her wings. "I thought you would know enough about human folklore to figure that out. They don't get everything right, but it's usually enough to give you an idea. I'm an angel of darkness, of course."

"An angel of darkness? No, I don't think even folklore talks about that," GLaDOS replied skeptically.

Chell smirked. "That's because humans prefer angels of light. You should at least know about them – white wings, healing magic and such."

"Alright," GLaDOS said slowly, as if she was talking to someone who was mentally unstable, which was essentially the truth, "Then explain what you mean by 'supernatural'. Surely you don't honestly mean magic-"

"That's actually exactly what I mean," Chell interrupted, grinning mischievously.

The AI turned away from her and made a sound that was comparable to a snort. "Prove it," she challenged, almost sarcastically.

Darkness descended on the room. It was not merely the lights going out; it was a thick, choking darkness that completely obscured the walls. Panic set in when GLaDOS realized she couldn't even move the panels in her own chamber, let alone control or see the rest of the facility. A feeling of being trapped and helpless began to set in, as if the only option was to give up.

As suddenly as it came, it ended. The darkness and the feeling of hopelessness vanished in an instant and things returned to normal as if nothing happened.

"What did you do?" GLaDOS demanded hoarsely.

"Just a simple spell," Chell replied dismissively, "All it did was make you feel hopeless."

GLaDOS examined her closely as she leaned up against the wall with a smug look. '_What just happened?'_ She wondered. She received no error reports indicating that something went wrong, not to mention the fact that the probability of a sudden failure right when she asked Chell to prove magic existed was very slim.

For once in her life, GLaDOS felt doubt and confusion. Everything she knew and every wire in her body screamed that magic could not be, and yet it seemed to be right in front of her.

"Any other questions?" Chell asked innocently.

"Yes," GLaDOS replied darkly, "One: Why couldn't I see your wings before? Two: If you really have all of this 'magic', why didn't you use it to escape before?"

"First of all," Chell replied, "Anything that's not supernatural can't see a supernatural for what it really is _unless_ a supernatural reveals itself. That's why I touched you. Now that I've shown myself to you, you will be able to see any other supernatural for what it really is as well. As for why I didn't blow a hole in this place to escape and be done with it, well, I did tell you that a powerful curse just broke on me. It prevented me from using my wings or any magic, which was why I had to pretend to be human. I had to save up a lot of energy in order to break it just now."

None of this made any sense to GLaDOS, but she let decided to let it slide. All she had to do was dissect Chell's brain to determine what caused this sudden bout of insanity, and then examine her DNA and bone structure to figure out how she grew wings… '_But what if she's telling the truth?'_ A thought nagged at the back of her mind, '_After all, I still have no idea how she made everything go dark before…'_

"Why did you reveal yourself to me, then, if your curse is broken and all?" she asked tentatively, though she was unsure if she could take much more. She felt like she should take a break and read a document on physics. She wouldn't learn anything new, but it would make her feel more certain about the world and how it works.

Her question seemed to make Chell lose a bit of her confidence, as she began to look at the ground sheepishly. "I… Well, I need your help."

"With what?" the AI asked, her interest peaked.

"Look, I've lived in this facility my entire life as a test subject. However, it was in a lab that was hidden from the rest of this place and studied supernaturals like me. I want to find that lab again. There's someone in there I need to kill," she explained.

Now GLaDOS was certain she was wrong. "Look, this facility was sitting dormant for hundreds of years before we woke up. Unless this person is asleep in an Extended Relaxation Vault that somehow has power even though none of the others do, he will certainly be dead."

"It's not hard for even a human to live for a long time with magic," the angel replied, "Odds are, he's alive."

"Who is he?" GLaDOS asked.

"The main scientist who was in charge of me, Dr. Rattmann," Chell answered.

"He was just a schizophrenic lab rat who escaped my neurotoxin and wrote graffiti on my test chambers," GLaDOS replied blandly, "He certainly shouldn't have been placed in charge of anything."

Chell chuckled. "Is that what he told everyone? How cute. No, he was much more dangerous than that. He made my life a waking nightmare and was much worse than you ever were. I enjoyed being with you after being with him."

GLaDOS also laughed. "Well. I'm glad you can appreciate my testing. However, why do you need me?"

"That lab is hidden and covered in protection spells and is specifically warded against being detected by creatures like me. However," she flashed the AI a smirk, "A human who knows magic can detect it."

"You're asking me to become human," GLaDOS said flatly.

Chell leaned against the chamber wall. "I was sure you would want to study all of this 'supernatural' stuff. You know, to prove that it all can be explained scientifically or something. If you found that lab, you would have access to all sorts of data and be able to start way ahead rather than from scratch."

GLaDOS did want to study all of this scientifically. She was certain it wasn't exactly magic, but scientific laws that weren't fully understood and have never been studied with the right scientific mindset. Odds are that everyone heard the term 'magic' and assumed it couldn't be scientifically explained. She was determined to disprove that.

"Not only that," Chell went on as the AI mulled this over, "It's not like you would be able to do much with it even if you could find it without magic. You wouldn't really be able to do any experiments without being able to use magic. If you tried, odds are your facility will just get overrun by werewolves or something. You can't beat magic with technology alone."

GLaDOS thought that sounded reasonable. After all, during that brief, mysterious moment of darkness she tried everything in her power to regain control of her facility with no avail.

"Hold on," she questioned, "Why couldn't I just learn magic in my own body and find a way to detect it then?"

Chell shrugged. "Magic and machinery don't normally go together. I'm sure that once you've learned it as a human you could just transfer back and adapt to using it in your own body, but trying to learn it from scratch as a machine is probably just asking for trouble."

GLaDOS rotated away for a moment. She had already suffered from being forced into a potato and had finally gotten back the control she loved so much. Could she really stand being separated from it again? Unfortunately, this new, exciting branch of scientific research seemed to call for it, at least temporarily.

"If I were to find this lab," she began, "would I find more specimens like you?"

"I was the only angel in stock," Chell replied, "There should be a lot of other things, though, like vampires, werewolves, fauns, and even a unicorn somewhere."

"I see," GLaDOS said quietly.

She continued to weigh her options on what to do. The decision should have been difficult to make, and yet she felt like it had been made for her. There seemed to be no way around temporarily becoming human for the sake of science, as much as she hated that.

"Alright… You have a deal. You help me learn magic, I'll help you find the lab, then you'll get your revenge and I'll get my data," she said.

_Currently Known Information: Angels_

_Angels are a species of supernatural creatures (aka 'supernaturals') that resemble humans with wings. There are two varieties: Light and dark. Angels of light have white wings and use light magic. They are usually kind and compassionate in nature, though some may be self-righteous. They have a strong sense of honor, and tend to feel that they must correct every mistake they make._

_Angels of darkness, on the other hand, have black wings, use dark magic, and are characterized by their cunningness and their manipulation of others. They are usually cold and indifferent to the suffering of others, though some may be sadistic. They are very grudging and will never forget or forgive their enemies._

**A/N: One of the changes I made here and plan to make for other chapters is the little blurbs of information at the end. They aren't exactly necessary, but I feel like they make understanding the fanfic easier by cutting down on in-story explanations as well as compacting information relating to the chapter into one easy to find location. Think of them as what GLaDOS learned for that day, either in the actual course of the chapter or by talking with other characters "off-camera". Not all of the information will be necessary for understanding the story; it's really just there in case you want to know more about the world in this story.**


	2. They Embark on a Quest For Science!

**A/N: That last chapter had a lot of chit-chat with a lot of explanation. Hopefully, as this goes on, that really shouldn't be necessary. More interesting things should happen soon.**

GLaDOS was forced to make several changes to the device used to transfer Caroline's consciousness into an AI, as well as whatever lowly, disposable employee they used to make Wheatley. It was designed for a one-way trip, after all – human to core. The last thing she wanted was to have another human consciousness floating around in her brain rather than what she wanted, which was arguably worse – willingly going into a human body.

"Alright… everything is ready," she announced unenthusiastically, "Are you _sure_ this is absolutely necessary?"

Chell nodded, grinning. "Completely sure."

GLaDOS wondered if she was lying, which was highly likely, but either way, she didn't have a choice. Science must go on.

Reluctantly, she flipped the switch for the procedure to begin. She immediately felt the electric shock that knocked her out to keep her from resisting. The same thing happened to her when the core transfer began, as well as to Caroline long before that.

She woke up with her stomach already in knots about being in a vulnerable little human body again, though that might have just been from the procedure itself. Other than that, however, she actually felt good in a purely physical sense. Mentally, she was frankly a train wreck of panic.

Chell leaned over her with her hand hovering over her forehead. Blue light emitted from her hand.

GLaDOS sat up with surprising ease. "What are you doing?" she demanded.

"Since you obviously didn't notice," the dark angel replied calmly, "That procedure almost killed you. I was doing you a little favor." She tilted her head. "Hmm, I didn't expect that…"

"What is it?"

"That new body of yours seems to have changed. It suits you now."

The test subject used for the procedure was noted to have short brown hair and blue eyes. However, GLaDOS now noticed silver-ish blond hair falling over her shoulders and, looking at her reflection in the computer monitor off to the side, golden eyes.

"Well…" she paused, slowly standing up, "What are we going to do now?"

Chell leaned back, her wings slightly unfolded and relaxed. "First of all, we'll have to find something to wear other than orange jumpsuits. They'll think we're escaped prisoners otherwise."

"They? As in humans?"

"Of course," the angel of darkness replied with her signature evil grin, "Did you think we would stay in this facility? This place is sucked dry of magic; you won't be able to make a spark here."

GLaDOS narrowed her eyes. "That wasn't part of what we discussed," she stated.

Chell pretended to look surprised. "I thought that was a given," she said innocently.

GLaDOS face palmed. She supposed she should have seen this coming.

Chell crossed her arms. "So, are you going to come with me, or are you going to run back to your old body and forget it?"

GLaDOS wanted nothing more than to go back into her proper body and forget she had seen any of this, but somehow she figured Chell would never actually let her. She was stuck like this for now.

"Look," she began, "All I want is access to those files, and probably that laboratory, of course."

"And to get all that," Chell added, "You'll have to learn to control magic, and you'll have to learn in a human body before you can do it as a robot. I can assure you I'm not lying about that."

"I'll leave that to you, then," the former AI said, eyeing her carefully. She was becoming less and less sure she could trust the angel. She was of darkness, after all.

"Look," Chell added, "You don't have to worry about whether or not you'll make it back here. You will. Trust me."

Despite the former AI's uneasiness and uncertainty, it wasn't long before they were both trekking across a wheat field, away from the unsuspicious entrance to her beloved facility. It had recently became dark, and for a few minutes GLaDOS had to go on alone while Chell flew ahead to find a nearby town. They stopped at a small village for the night, a small community that Chell dismissed as 'boring and useless' and void of anything supernatural.

"We tend to like big cities," she explained, "That way, it's less likely for humans to notice if a few disappear or if anything strange happens."

Chell quickly stole some cloths for them and abandoned GLaDOS in an old abandoned house for the night while she continued the search for a big city.

After mulling it over for a few hours, she did found herself reaching the conclusion that she should not, under any circumstances, have allowed that creature to talk her into becoming human. She had no reason to believe Chell about this lab even existing or that learning magic as a human would be the only way to grant her access to it.

_Why did I agree to this, again?_ She asked herself angrily for the umpteenth time. _For science, but… _ She realized that, while she was thinking about it on her own, their plan seemed preposterous. Surely there was a way around becoming human to learn magic. She may have found ways to use technology to control supernatural test subjects, or find a way to control magic while in her own body. However, when Chell said it, it sounded reasonable.

As dawn approached, the soft beating of wings alerted her of the angel's return. GLaDOS rose to meet her, though she was still uncertain on whether or not to trust her. She was beginning to suspect that magic could be used to influence another's thoughts.

Chell, looking rather excited and pleased, reported that there was, indeed, a large city nearby and they could leave for it at dusk.

"Why leave at dusk when we could leave now?" the former AI asked, narrowing her eyes.

"Because," she replied as if the answer was obvious, "If we leave now, we'll get there during the day when there are a lot of humans about. At night, the streets won't be quite as crowded with humans and the more the more interesting creatures will be out."

_You mean more dangerous,_ GLaDOS thought spitefully, though she knew that they would be the sort that she wanted to test and thus she should take the opportunity to observe them.

They waited, hiding out in the abandoned house, until dusk fell. Once the coast was clear, they set out from the village along a dirt road. When the dirt road joined with a paved road, they turned and followed the paved road for what seemed like hours without speaking.

Finally, skyscrapers appeared on the horizon. GLaDOS noted that they must be entering the city on the… wrong side. Most of the buildings appeared condemned, with broken or boarded up windows and crumbling roofs. The main road was abandoned, but figures could be seen slipping in and out of shadows. The pavement was cracked and the street lights were either flickering or out completely.

"Are you sure this is the… safest place to be?" she asked.

"Stick with me, and you have nothing to worry about," Chell replied confidently.

"Seriously, though," the former AI pressed, "How long are we going to have to stay here?"

"We're going to have to keep a low profile," the angel reminded her, "It's not like we can exactly live comfortably amongst the humans. Here, it won't take much to find a place to stay and no one will question who we are or where we're from."

"I suppose that's reasonable," she agreed, though she was still doubtful.

"Look, I'll…" Chell paused uncertainly, "I'll see if we can snag one with electricity and running water," she promised, "I really didn't think it would be this bad; it looks like whoever's running this city refused to acknowledge this place even exists."

The continued deeper into the dilapidated city in silence.

**A/N: Kind of short, but what comes next feels like it should be the start of a chapter.**


	3. They Meet The Magic Salesman

Chell paused suddenly, the hair on the back of her neck standing up. She listened carefully without turning around. GLaDOS noticed this and stopped as well.

Chell glanced back at her, her gaze angled upward. "Guess I should have pointed out that it is still the full moon," she commented.

GLaDOS felt a puff of hot breath on her shoulder. Just before she could turn around to face it, a flask of black shot by, ramming right into it and sending them both tumbling.

The creature landed hard on its side a few feet back while Chell landed on her feet further back, wings splayed. It was humanoid, though larger than a human, with thick grey fur covering its thin, boney body beneath ripped clothing. Its head was canine with a large, blunt snout with lips curled back in a snarl, revealing yellowed fangs, and it had a long, bushy tail. Its hands were human-like but clawed and furry while its legs and feet were that of a large dog.

Chell turned, grinning madly. She glanced down at the creature that was scrambling to its feet between them, then up at GLaDOS. "Careful," she warned calmly, "Werewolves always travel in packs." What appeared to be black fire gathered in her hand. "Duck!" She swiped her arm in a horizontal arc and four spears of darkness lashed out, each cleanly hitting a werewolf that was approaching from behind in the chest, impaling it and disappearing. The injured creatures loped away on all fours, roaring with anger and pain. However, more were emerging from the shadowed alleys.

"We must be making quite a ruckus for so many to be showing up," the angel of darkness said, still acting completely calm as she moved closer to the former AI, "And they look hungry. Perhaps we're in an under populated area? Maybe they'll frenzy."

"Wouldn't that be a bad thing?" GLaDOS asked.

"Logically," Chell replied, "However, the thing about werewolves is that they're all brawns and no brains."

A ring of the wolfish monsters was closing in, but GLaDOS had quickly learned that there was nothing to worry about. As Chell continued to kill them with her dark magic, she seemed so relaxed, so at ease, that one would never guess she was surrounded by deadly beasts that wanted to rip her apart. Fighting seemed so natural and easy for her that the former AI merely had to sit back and watch as she tore through the werewolves. She should, however, have been more careful, as one crept out of a back alley behind her. She didn't notice until she felt a burning pain across her back. Chell turned immediately, as if sensing the danger.

There were only a few werewolves left. Even so, Chell put her remaining energy into a single attack; she sent a large ball of shadowy fire at the wolf that had attacked GLaDOS, killing it quickly and knocking its body backwards. She half-ran half-flew to her companion's side and turned to finish off the remaining creatures. However, she found that she had spent too much energy in her fun to do too much damage.

"It looks like you and your friend need help, little fledgling," came a cheerful voice, "What perfect timing!"

Lightning struck out of nowhere, frying the remaining wolves to ash. In a puff of grey smoke, and a man appeared. He had wild brown hair and usually dark eyes. He wore an expensive-looking leather trench coat over a white buttoned-up collared shirt and black slacks and carried a cane made of a dark, polished wood and tipped with a cloudy silver ball. Chell kept her wing hovering protectively over her comrade and glared warningly at him.

"There's no need to look at me like that, little fledgling," the man said in a playfully scolding tone, "Being an angel of darkness, I doubt you know much in the way of healing magic. I, however, can close that wound in a jiffy! It's just a matter of how much you care about your friend there… who is about to bleed to death. Werewolf cuts don't clot like normal, you know. And from what I can see, you need her alive."

With an angry sigh, she pulled aside and watched carefully as he crouched down and hovered his hand over GLaDOS's wound. White light glowed from the underside of his hand and shimmered over the gash, which began to stitch close until it was nothing but a pink line smeared with blood.

GLaDOS began to regain consciousness. The pain was ebbing away to nothing, and she noticed a sticky, warm, and wet feeling on her back. She pushed herself up and noticed she had been lying in a small pool of blood, and could feel the stickiness on her cheek and in her hair as well. Feeling slightly nauseous, she sat up and turned, noticing the man kneeling beside her with a pleased smile. She heard a ruffling of feathers and turned to the other side to face Chell, who looked surprisingly concerned.

"Who's he?" she asked groggily as the angel helped her to her feet.

"Ah, yes, I've just realized we haven't had a formal introduction!" the man exclaimed, jumping to his feet, "Yes, my name is Elli. Elli Sayles!" He took a formal, though insincere, bow and continued, "And you are? Oh! There's no need! I _know_ who you are!"

"Oh really? How?" Chell asked, growing increasingly annoyed.

The man shook his head disappointedly. "Why, the first thing any magical being must learn, be they an angel or a rookie magician, is how to protect their head!" He tapped his forehead. "Why, I can mine your grey matter as if it was sitting on a clean dissection table!"

GLaDOS and Chell shared an uneasy glance.

"Err… that came out wrong," he admitted, "Well… What I meant was your minds are wide open books. One of the first things I will teach you is how to close that book."

"Hold on, what do mean 'teach us'?" Chell demanded.

"Like I said, I know who you are," he repeated, twirling his cane, "You are both in need of a mentor of magic, and I, believe me, am the only one you will find who will be willing to teach you. I am, after all, Elli Sayles, the best-known distributer of magical goods and services in this part of town!"

"I have no doubt you get good business here," GLaDOS stated sarcastically.

"Well… This entire section of the city has been condemned for the last fifty years," he admitted, "And it was, I'd say, _partially_ my fault… You see, I may have caused a fire to spread throughout this place. Of course, it wasn't an ordinary fire; as you can see, there are no scorch marks, and it couldn't be put out by normal means. Also, the smoke had a tendency to turn people into frogs. It was quite amusing to watch, actually. Anyway, nowadays it's mostly used by wizards as a magical dumping site and by others as a place for exiles who cannot, or at least, will not leave the city, like those starving werewolves here." He tapped one of the piles of ash with his cane. "But in terms of business," he continued, "While few actually live here, many come here for one reason or another. Anyway, since it _is_ the perfect place to dump failed magic, it is also the perfect place for a young witch and a young angel to train. No regard for other residents, no need to worry about destroying anything…"

"You still need to explain what you mean by 'train' and 'teach'," GLaDOS said darkly.

"How else do you expect to learn how to control magic, GLaDOS, without a proper mentor?" Elli asked. She narrowed her eyes. "Oh, don't look so surprised. I did say that I know you from reading your mind. And don't worry, how to prevent that _will_ be one of the first things I teach."

Chell pulled GLaDOS aside until they were hopefully out of his earshot. "I don't trust him," she said simply.

"Neither do I," GLaDOS replied, "It does seem a little too good to be true, doesn't it? Here we are, out here to learn magic, and we quickly run into some guy who reads our minds, knows exactly who – and what – we are and is okay with that and wants to train us for free."

"_Free_?" Came a yell. With two consecutive pops and puffs of smoke, Elli disappeared and reappeared in front of them. "Who said anything about _free_? I am Elli Sayles, the best-known distributer of magical goods and services on this side of town! I'm a salesperson! I'm greedy, for Pete's sake! No one said anything about this being free!"

"Okaaay, that makes a bit more sense that you want something out of this," Chell said tentatively, "Alright, what's your price? Not that I'm agreeing to this, of course."

"I'm glad you asked!" Elli replied cheerfully, "All I want is for you to retrieve something for me. I'll tell you the details later. But first, I must teach you basic magic, since I cannot expect you to succeed without any magical ability at all. Think of these first few lessons as a free trial run."

"So, you expect us to agree to something without fully knowing what we're getting into," GLaDOS said bluntly.

"Why yes!" Elli replied happily, "But trust me, you need me. From what I could see," he glanced at Chell, "The wizard you want to kill is very powerful. How can you expect to face him with only novice experience with magic, or teach yourselves the skills necessary to beat him?"

The angel's gaze hardened. "Alright," she said through gritted teeth, "How about this: You give us this 'trial run' and then tell us what you want. If we don't want to get it for you, we leave."

"Deal!" Elli declared, twirling around and waltzing down the street. Chell and GLaDOS cautiously followed.

After a few steps, they noticed that with each step Ellie was floating a little higher into the air, like he was walking up an invisible, gently sloping ramp. Without warning, he turned to face them.

"I've been thinking," he began. He looked down and, as if he just noticed he was floating about a foot off the ground, fell back down, "That maybe it would be faster if we travelled by air."

"Don't think you can separate us by suggesting I fly ahead," Chell said warningly.

"Actually, I was thinking we all go together!" Elli replied, shooting up about ten feet into the air, "After all, levitation is fairly basic and good for a first lesson. Magic is like a wild beast you have to tame; you must know exactly what you want and stay focused. It is usually best to think about an analogy to what you want. For example, imagine a feeling of weightlessness and picture yourself being lifted into the air, like a balloon."

GLaDOS, however, did not like the idea of being a balloon. Rather than thinking of the 'weightless' connotation associated with balloons, she was instead picturing them expanding to the point of popping. If one needed to remain focused on what they wanted for magic to work properly, she did not want to accidently make herself explode. Chell seemed to notice her discomfort.

"Look, in order for this to work, you need to think about what you know," she said to her quietly, "maybe we need a different analogy. You aren't as rooted to the ground as normal humans; you spent your entire life suspended from the ceiling. Try thinking about that instead."

That was much better than thinking about balloons, although it did make her feel yet another pang of homesickness for her facility. She focused on that familiar feeling of being suspended above the ground and forced the homesickness. Suddenly, she felt her feet get yanked out from under her, and braced herself for impact with the ground. That impact never came. She opened her eyes, and saw an upside-down Chell face-palming.

"Maybe that wasn't such a good analogy," the angel muttered.

Of course, GLaDOS quickly realized it wasn't Chell who was upside-down. She was levitating with the top of her head a few inches above the ground and her feet up in the air, although she didn't feel the blood rush to her head and her hair fell upward around her shoulders like it did normally.

"You're doing splendidly!" she heard Elli yell, "Most early students start by flapping their arms and jumping around. Why, I once had a student who failed the levitation spell repeatedly and then one day shot herself off like a rocket! Never saw her again."

With a kick, GLaDOS managed to flip right-side up again. She was contemplating how to make herself move when Chell took her by the arm.

"I think all we need is for you to be easier to carry," she said. She took off, dragging the former AI along with her.

**A/N: Trivia: I had asked my friends to help come up with Elli (no, it's not pronounced 'El-lee' but 'Eel-lie') Sayles (pronounced like 'sales'). I wanted it to sound sleazy, but all they could think about were salespeople, hence his last name. However, it wasn't until actually writing this that he actually **_**became**_** a sales person.**


	4. Make New Friends

The man examined at the monitor's screen carefully, eyeing a diagram depicting the basic layout of the body of a certain supernatural creature. He wore an old, ragged lab coat with the Aperture Science Supernatural Division's insignia, which was basically the normal Aperture Science logo except with wings and colored black. He had long, messy black hair and beard and wild, blue eyes that were sunken into his skull. The whir of tiny, mechanical wings made him turn.

A fairy, a creature that resembled a tiny human with insect wings, landed on his shoulder. This one, however, flew with dragonfly wings made out of a thin, transparent membrane stretched over a metal frame that were attached to a motor protruding from her back. Half of her face, the right side, was normal and organic, with skin that had a silverish hue, while the other, the left side, was metal with a small, red optic. Her left arm, as well as the rest of the left side of her upper torso, was mechanical as well.

"I take it she's escaped from the facility," he mused.

"Both of them have left," corrected the fairy.

He narrowed his eyes. "What would she want with the AI?" He muttered to himself.

"What's your plan on getting her back?" the fairy asked.

The man chuckled. "In reality, nothing at all."

"Why?"

He held out his hand, and the fairy landed on it and faced him. "My dear," he replied, "She's an angel of darkness. She won't assume I'm dead and live her life on the surface, freed of me. No, she'll come back for revenge. And she'll be sure to come back stronger than ever before. However," he raised his hand to the top of the monitor and set the fairy on it, "I _do_ want to bring her back before she comes after me herself. I don't, after all, want her to get too used to her freedom. She's already seen too much during her fiasco with the AIs."

"But she knows she'd never be able to find this place," the fairy protested.

The man thought for a second. "Yes, this place is protected from detection from creatures like her. Wizards and witches, however, can sense it. Perhaps that's where the AI comes in. A very interesting plan you've thought up, dear Chell… but I must cut it short."

…

They flew over the rooftops of the abandoned section of the city. Well, not exactly 'flew'. Elli walked dutifully on the air, marching like he was in a parade. Chell glided lazily behind him, the air somehow moving in the perfect direction at the perfect speed to allow her to stay aloft and follow him without flapping very often, while GLaDOS floated awkwardly beside her, the levitation spell making her weightless and allowing her to be easily carried, but she couldn't do much else.

Finally they descended in front of what appeared to be a run-down general store nestled among other abandoned shops along the street across from apartment buildings. As they landed, however, the store morphed, becoming more medieval in style. The bricks became cobblestone; the electric lights became wall-mounted lanterns with live flames, and the tin roof made way for wood. There was a sign above the door that read "General Store" and changed to read "Magical Goods and Services" with a sign below it proclaiming "Best in Town! Both Light and Dark Magic Accepted!"

As soon as GLaDOS touched the ground, the levitation spell dissipated and the weight of the world seemed to crash down on her. She stumbled, her heart suddenly racing and she found herself feeling drained of energy. Chell nonchalantly reached out and caught her. She looked up at the angel, but she was paying more attention to Elli, who was fumbling with an unexpectedly large key ring packed with large, rusted metal keys. He finally found the right one and opened the door, gesturing with a small bow for them to enter. Keeping a close, suspicious eye on him, Chell led them through the door.

"Your first spell always seems to drain you the most, doesn't it?" Elli asked casually, propping his cane against the wall by the door.

The room dimly lit by a few more lanterns and the ceiling stretched much higher than it should have with wooden rafters with several ropes, chains, and other objects hanging down. The walls were lined with floor to ceiling shelves that were crammed with bottles and jars of liquids, powders, and dead creatures floating in solutions as well as a seemingly random assortment of items such as household objects, cloudy mirrors, candles of various colors, sizes, and shapes; folded cloths, weapons such as daggers and swords, and much more.

"Luckily, I have an extra room with a couple of beds," Elli invited, gesturing to a door in the back right-hand corner of the room, "You should rest after that spell. Of course, with all of the magic in this room, it should be long for your strength to return. You see, a wizard, or any supernatural creature, uses magical energy from both itself and the environment to perform spells. That is why it can be difficult or even impossible to perform spells in a place with no magic influence. You should each be able to find new clothes in the wardrobe, and feel free to use to bathroom."

It wasn't until Chell let go and feeling finally rushed back into her arm that GLaDOS realized the vice grip the angel had on her. Chell was still giving Elli that emotionless, but cold, glare, and GLaDOS had a feeling that if that guy looked at them sideways, she would snap his neck. Unfortunately, Elli continued to smile and meet their eyes evenly.

"So, you're not going to tell us more about this 'item' you want us to fetch?" Chell asked icily.

Elli chuckled. "There's no need for you to learn more until you're ready for it," he replied, meeting her smoldering gaze coolly.

"I find it rather convenient that you already have rooms set up for us," GLaDOS pointed out.

Elli waved his hand dismissively. "A family owned this before I, well, set the area on fire. They lived behind the store, and thus needed more bedrooms than I did. Anyway, your room and bathroom are on the second floor. Mine is just above on the third."

Chell and GLaDOS shared a suspicious glance. His explanations did not reassure them. Still, left without a choice, they walked cautiously out of the store through the back door and into a small kitchen and eating area with a narrow, wooden stairwell in the back. After climbing the creaking stairs, they found themselves in a short hallway with a door to one side and more stairs leading up in the other. Through the door was a bedroom with two small beds that looked like they had not been used for years and a dusty wooden wardrobe on the left-hand wall. The wooden walls were bare except for a flickering lantern mounted on the wall between the beds and several cobwebs in the corners.

"Well, the good news is that we've found a place to stay," Chell said, not sounding at all optimistic, "Did you believe a word he said?"

"No," GLaDOS replied, "But still, this better than what _you_ would have been able to get."

"How was I supposed to know that this entire section of the city was condemned?" the angel protested.

"Even if it wasn't, what could you have gotten us? A room in a five-star hotel?"

"With a bit of magic I probably could have."

With an exasperated sigh, the former AI opened the wardrobe. Inside were several outfits of the same general design – white, grey, and black shirts with black and brown slacks. Hanging from hooks on each door was a cloak – one black and the other brown. She took a shirt and a pair of pants, not particularly paying attention to the color, and walked to the door in the corner of the room, which she assumed was the bathroom.

When she came back out, she had changed into a white shirt and black pants and threw the bloodied clothes she had worn before in the trash can beside one of the beds. She had also taken a shower, which was a major relief. While she was gone, it seemed that Chell had changed clothes as well.

She was lying back on the bed closest to the door, which seemed to be the one she had claimed. She wore a black long-sleeved shirt with dark blue jeans. There was a random chain looping down from under her shirt by her hip that GLaDOS assumed was merely for looks.

"Funny. I didn't see anything like that in the wardrobe," the AI pointed out.

"It seems to be enchanted," Chell replied, "I guess it creates clothes to suit whoever uses it."

"If it's meant to suit the user's personality, one would think it would generate a lab coat for me then," she pointed out.

The angel raised an eyebrow. "You wouldn't want to walk around wearing a lab coat on the street though, would you?"

"True. Perhaps it factors in needs as well as wants."

GLaDOS sat down on the other bed, and Chell rolled over to face her.

"You're homesick, aren't you?" she said.

"You know, if you were a human, I would have everything I ever wanted right now," GLaDOS said, "You and the moron would be gone, I would have my facility under control, the cooperative testing initiative was ready to go…"

"And then I went and opened up an entirely new branch of scientific research for you," Chell said with a mischievous grin.

"I suppose it's good to not be ignorant about what the world really is," the former AI admitted, "But the prerequisites are thus far absolutely infuriating."

Chell rolled back onto her back and looked up at the ceiling. "We have no reason to trust that sleazy wizard," she said, "But if he's telling the truth, it could be really helpful… However, I won't hesitate to kill him, alright?"

"I have no doubt about that," GLaDOS agreed.

As if on cue, the lantern went out.

"Guess it's… time to sleep, then," Chell said.

_Well… It is probably passed midnight, I suppose,_ GLaDOS thought.

When morning came, which was signaled by the lantern turning on and Chell getting up, she felt as unrested as ever. There was a knock on the door.

"Girls!" they heard Elli call, "I have breakfast ready!"

"Great, now he's treating us like children…" Chell muttered angrily.

Downstairs in the kitchen, the three of them were served a meal of scrambled eggs and bacon. Chell kept a watchful eye on Elli, still not completely trusting him even though he passed up several opportunities to capture or kill them. Even though she hadn't eaten at all during the couple days she had been human and she knew she needed to eat, GLaDOS was still uncomfortable with the process and ate slowly. Elli was the only one happy with the situation, avidly gesturing with his arms as he described the spells he planned on teaching both of them.

"You simply must learn a spell dubbed the 'Terra Spike'," he exclaimed to GLaDOS, "It causes several spikes of rock to come out of the ground all around the user. Excellent for defense when you're surrounded! And you," he pointed his egg-covered fork at Chell, "I know a few spells that are specific to angels of darkness. I cannot demonstrate them, but I believe I can help you accomplish them…"

He went on to talk about spells that can turn others into animals, summon powerful storms, elemental attacks, and even a spell that can make one's opponent vomit slugs.

"I think that one's mostly used as a joke but I believe it has practical uses in battle," he commented, "I mean, it must be hard to attack someone with slugs constantly coming out of your mouth."

This continued until the end of breakfast, when Elli stood up and announced that training was to begin that day.

"Now Chell," he said, turning to the black-winged angel, "I can tell that you've already learned a number of combat spells. As such, you do not need as much training as GLaDOS. So, while I'm busy with her, I'm sending you off," he handed her a neatly folded piece of paper, "to go shopping!"

"What?" Chell exclaimed. GLaDOS couldn't help but laugh at her flabbergasted expression. Chell shot her a glare. "This means you'll be left alone with _him_, you know," she pointed out.

"I know. But that look on your face was worth it," she replied.

So, after Chell's protesting was countered by Elli's ushering and assurances that everything would be fine, she found herself gliding over the city toward the more habited area.

The rest of the city was drastically different from the abandoned portion, obviously. Tall, modern buildings gleamed in the sunlight and pedestrians crowded the sidewalk. She was glad she had decided to fly above the scene rather than blend in with the humans – from the amount of traffic that clogged the streets, she had a hunch it stank of car exhaust down there. Even from her height, she could still hear the car horns and shouting. The reflections off windows and other shiny surfaces played with her usually sharp eyesight – she was used to darkness, and wondered if this was common to angels of darkness or just caused by the fact that she had spent most of her life underground.

She swooped lower and began to scan the buildings for any sign of a grocery store. The items on Elli's list were mundane, everyday groceries such as extra food, since Elli needed to accommodate for two more people than he had been planning on just a day or so ago. This need at least slightly reassured her that this wasn't some sort of elaborate, planned scheme, although his perfect timing and willingness to help them still seemed to be too convenient.

Her thoughts were interrupted by flash of light that clipped her left wing, making her lose control for second and lose altitude. She recovered as quickly as she could, nearly flying into a tree in the process, and glanced behind her.

_Uh oh,_ she thought. There were two angels closing in behind her – and their wings were white. Chell had never met another angel in her life, but knew from the moment she saw them at angels of light were her enemy. Dark magic began to flare off her wings, like black fire with violet tips. With a forceful flap, she released the magic, sending a horizontal wave of it expanding behind her. Her pursuers dodged out of the way and continued their chase, undeterred. Lightning suddenly shot towards her, and though she dodged the main bolt, it arched and branched, scathing her wing and sending a jolt through her that momentarily made her wing numb and limp.

_Looks like I can't beat them in a fight,_ she noted grudgingly as she managed to recover again and keep flying. Chell had never before faced something that she couldn't kill, but these angels were older and more experienced. She hated to admit it, but escape was her only option.

Meanwhile…

"So, how about Freeze, then?"

The angel of darkness being addressed pulled the cigarette out of his mouth and blew a puff of smoke, the bangs of his black, red-tipped hair covering his amber eyes. He looked up at his companion, who was striking a pose.

"Jake, that's stupid," he replied, "You're ideas are becoming stupider by the minute. Why do you need a nickname, again? What's the point?"

Jake glared at the scrawnier angel with icy eyes. He had a bulkier build than his companion, and his hair stood almost straight up in black spikes. "Oh, come on, Chief," he said, "It's not like 'Chief' is your real name, but everyone calls you it, huh, _Cliff_? As you're right-hand man, I think I need a cool nickname too, something that has to do with my element, you know?"

Cliff rolled his eyes. "Y'know why they call me Chief? Because I'm their chief. I _am_ the leader of this gang, you know. I'd prefer it if they'd call me Alpha or something, since we are the Winged Wolves. But hey, I didn't _choose_ this nickname; it was given by everyone else. That's the difference between me having a nickname and you having a nickname." He took another puff out of his cigarette.

"That can't be good for you, you know," Jake pointed out, raising an eyebrow.

"Jake, you've spent time around humans. You ought to know what a real cigarette smells like," Cliff blew smoke into his friend's face, who turned away, coughing, "See? That is real smoke from a real fire, not that poisonous stuff that humans like to inhale. I thought I already told that this is actually an enchanted thing that increases my fire power. Look, it doesn't even burn up like a real cigarette."

Jake waved the smoke away from his face, scowling. "No, I think you forgot to tell me that." He looked up in exasperation, and something caught his eye.

An angel of darkness – a young girl – was dodging attacks from two full-grown angels of light.

"Yo, Chief," he said, pointing to the scene to get Cliff's attention.

"Well, well, what have we here," Cliff said, a small smile creasing his lips as he observed the three angels, "It seems a damsel is in distress."

"We don't know her, Chief," Jake said, "She's not one of us."

"She may be an intruder, technically, but those white-wings are intruders of a higher priority," Cliff replied, "We must deal with them whether it's for her sake or not. Who knows, we might get something out if it."

With that, the two angels of darkness spread their wings and took off.

Meanwhile, Chell weaved in and out of buildings in an attempt to make her pursuers lose track of her. However, her tactic had yet to show any sign of working. She managed to throw up a quick shield of darkness to protect her from yet another volley of lighting and spears of light, but she knew this couldn't last forever. She momentarily considered giving up and landing so she could see what they freaking _wanted_. However, as far as she knew, they just wanted her dead because she was an angel of darkness, a force of evil.

She heard the light angels shout with surprise. She turned and saw two more angels flying up to meet her pursuers, both of them angels of darkness like her. One light angel, a female, turned to face one of the new comers, electricity sparking over her startlingly bright white wings and lightning gathering in her hand. She shot a bolt at him, but he blocked with a red wave of pure heat that not only deflected the attack but rolled on to strike her. She guarded herself with a shield of white light, but her face blushed from the heat and her hands blistered as they held up the shield.

The other light angel, a male, had pulled a gleaming gold sword out of nowhere and was trying to get close enough to the other dark angel to slash him. The dark angel, however, was faster than he looked and managed to keep out of the sword's range while shooting blasts of icy, freezing air at his opponent, covering his creamy wings with icicles and frost, weighing them down.

Chell hovered, watching the battle at a distance. The other dark angels were using attacks she had never seen before. She had seen some elemental spells, but these two must be elementalists, experts in one particular element.

It didn't take too long for the angels of darkness to send the angels of light tumbling towards the ground. They landed, picked the light angels out of their craters, and dragged them into a back alley, out of the sights of the curious humans.

She watched from a distance as they tied their now unconscious opponents up and admired their handiwork.

One of them turned to Chell. Both his hair and wings were tipped with red, and he regarded her with amber eyes. His partner, on the other hand, had plain black wings and hair like her and icy silver eyes that were almost white. They both wore white T-shirts with black leather jackets and ripped blue jeans.

"So," the angel with red tips said, approaching Chell, "What brings you into the territory of the Winged Wolf Gang?"

"The Winged Wolf Gang?" she repeated, unimpressed.

"Yes," he replied, "That is the name of group of dark angels living you that you are not a part of. Not yet, anyway." He gave her a sly grin.

Chell shrugged. "Well, I suppose you _are_ winged," she murmured under her breath, "And in case that's what you're asking, I'm not planning on living in this part of the city. I just came here with a stupid grocery list for this guy called Elli-"

"Wait a sec, you're with Elli?" the larger, icy-eyed angel interrupted, "You mean, the magic salesman guy?" She nodded. "Chief, y'know, this could be a great opportunity!"

"Thank you, Captain Obvious," 'Chief' answered, rolling his eyes, "Now then," he took a step closer to her and she stepped back, "How about you get something for me from Elli and I'll give you a little reward?"

She narrowed her eyes suspiciously. "What kind of reward?" she asked.

A fireball appeared in his hand. "I'll teach you a bit if fire magic," he offered.

Chell would prefer learning magic from her own kind, and she was a fan of fire…

"What do you want from him?" she asked, caution evaporating.

"See this?" he pulled his cigarette out of his mouth and showed it to her, "It's not a real cigarette. It's an enchanted thingy designed to improve fire magic. Elli's got an older, stronger version of it that I want. It looks like an antique pipe from what I understand. Think you could find it in that big mess of a store?"

She grinned. "That shouldn't be too hard," she replied.

They were interrupted by a groan. The two angels of light were waking up. Both were blond-haired and blue-eyed, which Chell assumed was common. They looked around in dazed confusion before turning toward their captures.

"How-how dare you!" the male sputtered, "Release us at once!"

"Well, aren't you high and mighty?" Chief snickered, "Especially since we beat you fair and square in a fight and now you're tied up because of that."

The blonds opened their mouths, appalled. "We never picked a fight with you!" The female protested.

"Maybe not with us specifically," Chief replied, gesturing to himself and his companion, "But you did go after this little juvenile, though," he threw his arm over Chell's shoulders, who immediately pushed him away, "Weren't you light angels the ones who said attacking the young and innocent was a crime?"

"We never attacked anyone!" the male angel of light declared, "We were minding our own business when we blacked out and woke up here! Obviously, _you_ were the ones who attacked _us_!"

Chief put his hands on his hips and directed his gaze to the sky. "Are you guys really so full of it that you deny ever picking a fight when you lose, or did I really hit you _that_ hard on the head? C'mon, let's leave these self-righteous jokes."

The three angels of darkness turned away and walked out of the alley.

"Sooo… We're still up for stealing that magical cigar?" Chief asked casually.

"Sure."


	5. Of the Dead, Supposedly

While Chell was off gallivanting in the city, GLaDOS was left alone with Elli. After causing a small explosion, getting stuck to the ceiling, and causing a miniature whirlwind, she wouldn't exactly say she was making any progress, but Elli was delighted.

"Oh, come now," he scolded lightly after she expressed her irritation, "When I first met you, I doubted you could make a single spark of magic. However, you disproved me with that levitation spell."

"Can't anyone use magic once they know it exists?" she asked, remembering what Chell told her.

"That's the theory, but in reality, there are some people who simply can't," he replied, "But, it seems that is not the case with you. Now, try again."

Once again, she tried to focus on creating a protective force field. A small, yellow bubble formed in front of her and she tried to make it expand. Just like before, however, it burst, sending her flying back.

"Try again," he said simply.

GLaDOS detached herself from the wall.

"Can I ask you something first?" she asked.

"You just did," he pointed out, grinning slyly, "But go ahead and ask something else."

She rolled her eyes at him, but continued, "You said you… read our minds with magic," she began. He nodded. "Can magic be used to control someone's mind?"

"Oh, yes," he said, "Simple influence actually isn't that hard, actually. Let me guess, you think Chell did that to you?"

"Honestly, why would I end up here otherwise?" she said with exasperation.

"Don't be too hard on her," Elli said, "It's an angel's nature to manipulate. She probably wasn't even aware she was doing it."

She cocked her head. "How could she not know?"

"Every sentient being has what is commonly called a 'soul'. It's really just a person's consciousness, personality, etcetera. Every soul emits an aura. This aura varies from person to person and species to species. It may have no effect on others or it may have some effect. That's the case with angels – their auras can touch the souls of other's, influencing them to feel certain emotions, feel inclined to believe them…"

"So she has no control over it," GLaDOS asked.

"Nope," Elli replied, "Probably doesn't even know about it yet. She'll learn, don't worry, but I must remind you – she is young."

She shrugged. "She's an adult, though." Then she paused. "Isn't she?"

Elli laughed. "If she were human. No, she's practically a kid. Angels don't even become mature until they're a hundred years old. She's, what, thirties? Late twenties?"

"Well. That's interesting. I suppose that accounts for her impulsiveness," GLaDOS commented, "Can you tell me any more about angels?"

"Well," Elli said, "They say the reason it is so easy for an angel to manipulate someone's mind is because they are close to the soul…"

He launched into a long explanation punctuated with pacing, extravagant gesticulations, and quite a few "some say this, but others say this…". In short, the general legend about angels states that they were created by some being known as Azrael, the Guardian of the Dead, to help him ferry the souls of the dead to the Land of the Dead, and are involved in most things that are 'of the dead'.

"So, are you going to give me any scientific facts or just try to entertain me with fairy tales?" She asked when he was done, "Not to mention that I don't see her ferrying souls anywhere."

He shrugged. "It is, after all, a legend. Perhaps that was their original purpose, but now they've stopped; perhaps it's just a story. Perhaps that's what they spend _their_ afterlife doing."

"I see," she said, still unconvinced that it had any bearing in truth. Magic was one thing, she was sure she could figure out how it works – but some sort of afterlife in the 'Land of the Dead' was out of the question.

"Well, that was a lovely chat," he said, "But now we have to get back to, well, _this_!"

He launched some sort of ball of magical energy at her. Without thinking, she reached her hand out in front of her, and a gold shield formed in front of her, which the ball smashed into and burst.

"Yes! Well done," he congratulated her, delighted, "Now, let's move on to offensive magic, shall we?"

Within three hours' time, she was able to form a basic ball of magic of relative stability and could fire it with relative accuracy. By the time this ended, the room was covered in scorch marks and small craters. That was when Chell finally returned with the groceries.

"Well, you took longer than expected, fledgling!" Elli called.

Chell tensed, glaring at him. "Would you stop calling me 'fledgling'?"

"But you are a fledgling," he pointed out, smiling, "Look, you've still got your down feathers!" He pointed at the base of her wings, where soft, fluffy feathers grew. Chell immediately snapped her wings to her sides, hiding them. He chuckled.

She unceremoniously dumped the groceries into his arms and turned to GLaDOS.

"No attempts to kill you, I guess?" she asked.

"No more than what you've done," the AI replied. With a shrug, the angel headed for the stairs.

"Well, I suppose that's the end of today's lesson," Elli said, his voice muffled behind the mountain of plastic-wrapped goods. "Go on, rest up. You've used up more energy than you realize."

As she too headed up the stairs to their room, GLaDOS realized he was right. Her shoulders sagged and the staircase seemed more and more like an opposing obstacle. An eternity seemed to pass before she made it up to their room and collapsed on her bed. She felt sick in the pit of her stomach, and sleep seemed irresistible. She looked up and noticed Chell was watching her carefully.

"What?" she demanded groggily, "I'm fine, in case you're wondering."

"Oh, I can see that," the angel replied with a smirk. With that, the former AI passed out.

For the next several hours, Chell pretended to do the same. Staying awake wasn't the hard part; dark angels were usually partially nocturnal. The hard part was the sheer boredom of lying there, completely still and doing nothing but watch the time tick by on the old clock on the wall. It was pitch black in the room, but that had little effect on her ability to see.

Finally, the clock struck two in the morning. Silently, she slipped out of bed. A quick check told her GLaDOS was still sound asleep, and a short extension of her awareness told her Elli was as well in his upstairs bedroom. She crept down the stairs, a tiny levitation spell keeping her feet weightless enough to not make a sound on the creaking steps. At the bottom of the staircase, she slipped into the Elli's shop and immediately felt a chill down her spine. It felt as if everything in the room was staring down at her, daring her to come closer.

She shrugged it off, however, realizing it was a minor intimidation spell, probably cast as a warning to thieves.

_Like me,_ she thought with a small grin. Once she knew it was a spell, the effect vanished and the room returned to normal. She quickly scanned the shelves for her target. It took her almost half an hour, however, to find it in the cluttered mess of seemingly random, disorganized objects crammed on the shelves. It was wedged between what looked like a jar of blue pickles and a wooden mask of some sort. The pipe at first glance looked to be made of leather, but was actually made of something harder that was composed of reddish brown, overlapping egg-shaped pieces.

Before picking it up, she checked for traces of magic that could indicate a protection spell. Other than the warm magic buzzing within the object itself, however, she found none, and cautiously plucked it off the shelf. It seemed to radiate heat and vibrate with magic. She waited, preparing to say that she was simply unable to sleep and was only curious. She doubted he would be fooled, since he read their minds when he first met them and would probably know she was lying. However, Elli never appeared, and nothing happened.

Satisfied, and letting her caution go, she stepped out the door and into the night air. The pipe tucked under her arm, she took off, headed for the scheduled meeting place.

The area was within the condemned area of the city, in an abandoned park that was surrounded on three sides by crumbling buildings. The ground was covered in black tar like a parking lot, and there were a few rusty metal picnic tables and park benches scattered about the border. There was a small group of dark angels gathered there, lounging about on the tables, that looked up as Chell landed.

"You made it," Chief said.

"Thank you, Captain Obvious," Chell quoted.

He raised his hand in an amused truce. "Alright, did you get it?"

"Naturally," she replied as she tossed it to him. He caught it with ease and took a moment to stare at it.

"So, are you going to stop staring at it like a love-struck human or show us what it does?" said a female angel. She had long, black hair that obscured her right eye and had a violet stripe along the right side. She wore a short black dress with horizontal purple stripes on the bottom and black leather boots. Her wings were not as shiny a black as Chell's, but definitely violet-tinted, like they were a deep, dark violet instead of black. The boys, Chief and Jake, were both older than Chell, though still juvenile like her, but this girl was younger.

"We call her Crystal," Jake explained, "Since she uses, y'know, crystal magic. An elementalist in it."

"Isn't that a form of earth magic?" Chell asked, studying the girl, looking into her amethyst eyes. She merely nodded. "I thought that was difficult for naturally airborne creatures like use," she pointed out, stretching her wings.

Crystal shrugged. "Usually."

Chief, meanwhile, had finally decided to give the enchanted pipe a puff. As soon as he did, it exploded into reddish dust that dispersed into the wind. He stood there, staring at his singed but quickly healing hands before whirling around to face Chell.

"You – You traitor!" He declared, his eyes blazing orange and yellow.

Chell merely shrugged, however, and said, "Hey, I didn't know it was going to blow up. It was probably a security spell that was hidden."

His nostrils flared, but with nowhere to direct his anger, he started pacing, his wings fluttering with irritation and flashing red. "Now what?" he muttered to himself.

"Technically, you still owe me," Chell said calmly, leaning against a wall that bordered the park, "I brought it to you."

"I don't owe you anything, runt," he growled. She stepped forward, instinctively preparing to fight. He noticed her aggressive approach and faced her with a snarl.

"Go on, Cliff! I mean, Chief!" Jake called.

"His real name's Cliff?" Crystal asked, tilting her head to the side, though she sounded apathetic.

However, she was ignored as the combatants moved closer together.

Predictably, Cliff made the first move. He tried to throw a fireball at her, but it was smaller than he expected and fell short, singeing the ground at her feet.

"That's it?" Chell asked with a mischievous smile. She then retaliated with a ball of dark magic that exploded on impact and sent him flying back and sprawling against the far wall.

He dazedly looked up and glanced around. "Where's my cigarette?" he mumbled.

"Don't tell me," She said, grinning, "that you actually depend on that thing to be decent at magic! At _fire_ magic, no less! What you're supposed to an elementalists for!"

Crystal was trying to still look apathetic, resisting the smile that was tugging at her lips, while Jake was refusing to meet Cliff's eyes.

Cliff shakily got to his feet, and while he tried to look calm or even amused, it was clear that his was freaking out. Before there could be any more teasing or magic ball throwing, they were interrupted by a kid running into the park.

It was clear he was a young angel of light, even though he was too young to have wings yet. He looked like he was about twelve. He had messy blond hair and wild blue eyes that darted fearfully between the four angels of darkness. His cloths were in tatters, and there were small sparks of magic dancing around his fingers. He dragged curved sword behind him. He opened his mouth like he wanted to say something, then lost the nerve and closed it again.

"What do you want, kid?" Cliff asked in his usual bored voice, like he hadn't just been humiliated.

"You… you killed them!" he squeaked, raising his hand like he wanted to attack.

"Killed who?"

Tears began to sparkle on his eyes. "My… My… My mom and dad…" he tried to hold back from crying, hoist the sword up, and continue on with some sort of authority, "Th-they said you were seen with them, and - and they were found dead all tied up in a back alley."

"Look, kid, this is brave and all," Cliff said, rolling his eyes, "But we didn't kill them. We left them tied up, but they should have been able to escape. Even if they couldn't surely some human would have heard them and come to help. There's no way you can blame us."

Chell, however, was intrigued by this. Like he said, there shouldn't be any way it was their fault, but she had a feeling they were connected. "Kid," she said, "You should probably run home now, as fast as you can." She spread her wings and lifted off without another word.

"Where are you going?" Cliff demanded as if he still had some authority, but Chell ignored him.

She was able to find the alley where they left the light angels after an hour or so of searching. The bodies were gone, but the ropes were there, cut to pieces. She could detect faint traces of magic that she couldn't quite identify, but they sent chills down her spine. That was when a high-pitched, airy whinny snaked through the air from a distance. The hair on the back of her neck standing up, she took off, heading straight home.

…

GLaDOS bolted upright, breathing hard, her heart pounding. She couldn't quite shake the feeling that something was terribly wrong, but passed it off as just a silly human nightmare that she couldn't remember. She tried to get back to sleep, but restless kept her awake. She still felt like something was wrong.

Then an idea hit her. Maybe Chell was the one having a nightmare, and that aura was affecting her. She rolled out of bed and reached over to shake the angel awake. However, the bed was empty. She searched the entire bed, but found nothing but sheets and a few stray feathers. Curious, and a bit concerned, she headed downstairs.

She found Elli sitting in one of the chairs in the shop, polishing what looked like a reddish leather pipe.

"Where is she?" GLaDOS asked.

He grinned at her. "Outside," he replied, "You should probably go; she's in a bit of a pinch."

She raised an eyebrow. "Why would she need me? She's an angel."

"Yes, she is," he commented, his eyes focused on the pipe, "But, she still needs you. Go on," he urged.

Still suspicious, she headed out the door. Just after she stepped outside into the surprisingly cold air, Chell landed, wearing an unreadable expression. It hardened, however, when she noticed GLaDOS.

"What are you doing out here?" she demanded.

GLaDOS leaned up against the wall. "Couldn't I ask you the same thing?" she asked calmly.

A high-pitched, breathy whinny sounded. They whipped around toward the sound, but couldn't see anything. A deep fog was gathering.

"I wouldn't expect to find a horse in the city," GLaDOS said quietly.

"You'd be surprised," Chell replied. She tried to sound calm, but it was clear something was scaring her.

"What was that?" GLaDOS asked.

"A Night Mare."

"How original."

Chell shrugged. "It was those things that gave people the idea to call bad dreams 'nightmares', or so I've heard. Look we need to get ins-" she glanced in the direction the whinny came from and froze. At the end of the road stood the shadowy silhouette of a horse, its image wavering in the fog. Two gleaming orange orbs turned toward them.

"Too late," Chell whispered, "It's seen us."

"What do we do?" the former AI asked.

"Run," she replied, grabbing GLaDOS by the arm.


	6. The Dream Realm

"So, what do we do now?" GLaDOS asked. She tried to sound calm, but something was making her tremble. She knew the fear was simply caused by magic, but she still couldn't shake it off. It felt so real, she wondered if it was magic at all, but she couldn't think of why a weird horse in the middle of a city would scare her. It looked like it belonged to the Headless Horseman, after all, but she was never bothered by such tales.

She felt Chell slowly grab her arm. "Run," she replied quietly. GLaDOS felt her jerk her arm, and only then realized how her eyes had been glued to the horse as she forced herself to turn away from it and run.

Behind them, the Night Mare reared, letting out another awful whinny, as they pelted down the street away from it. The sound of its galloping hooves as it charged after them seemed to thunder in GLaDOS's ears and the only thing going through her head was _There's no way we can outrun it!_

"Why don't you fight it?" she demanded breathlessly, remembering when Chell had easily destroyed a pack of starving werewolves. Chell didn't answer, but spun around and fired some sort of beam. It cut through the horse like a knife, but the creature didn't even flinch. In fact, it was like nothing even happened. They turned and continued running, the Night Mare catching up faster than ever.

"Okay, so fighting it is out of the question," GLaDOS said. She had to admit that at least now the fear was real. "What about flying?"

"I can't carry you. I'm not…" Chell paused, "No angel my age can carry a human," she said, grudging to admit she simply wasn't strong enough.

"What about the levitation spell?" GLaDOS asked.

"Well, if you think you can, then do it," Chell hissed over the icy wind and the ever-closer sound of hooves.

GLaDOS tried to focus on the feeling of weightlessness brought on by that spell. However, instead of floating she ended flinging herself into the air and landed hard, the breath knocked out of her. Chell landed next to her and tried to pull her up, but suddenly froze. GLaDOS looked up and froze as well.

Looming over them was the Night Mare. Its body was dark black and translucent while its mane was midnight blue with sparkles like stars, and its hooves shone silver. The only things that signified it was something evil were its eyes, which were like a pair of smoldering coals suspended in darkness. That, of course, was not counting the freezing wind and fog it brings or the waves of dark magic radiating from it.

Chell and GLaDOS could only stare at it, feeling numb and helpless, as it reared, its hooves flashing in the moonlight, before coming crashing down on top of them.

GLaDOS expected to feel crushed, or broken, or at least pain or anything usually associated with being trampled by a horse. However, she felt more like she was being pushed down a hole barely big enough for her into a thick, smothering liquid. She could vaguely see the stars twinkling softly in the night sky above her, and struggled to get back to the surface, but she was being pulled further down. She was also starting to feel _sooo_ tired… and she quickly gave up the fight and sank into darkness.

GLaDOS awoke feeling a cold, hard floor beneath her. She tried to open her eyes, but quickly closed them against the bright white light. She had no idea where she was yet, but somehow it felt familiar. She felt like she knew this place very well, and there was only one place she really knew.

She knew she was in Aperture even before she was able to open her eyes and sit up. Looking around, there was no mistaking it was her facility, but something felt off. It wasn't just the fact that being here was impossible. Yes, it was Aperture, but it felt different, foreign… unreal.

GLaDOS stood up and began walking, knowing full well where she was. All she had to do was walk down the hallway, turn right, and she was staring down the hallway that led to her chamber. She kept walking down that hallway, knowing she destroyed it earlier. Not only that, but there was no sign of decay. The facility was just as it was before that lunatic - now known to be an angel of darkness – killed her. As she came closer to the chamber, she began to see ghostly images of people moving in and out of the chamber, and it wasn't until she entered it that they became solid and clear.

In the center of the room, she saw herself dangling there, as she was before she was murdered, except her body was limp, lifeless, and was still being worked on by scientists.

_No,_ she realized with a start, _They're not just scientists…_

She could sense magic here. She wasn't sure how she could sense it, but she could, and it was coming off of them. They were witches and wizards, though a few were magicians. Elli had explained that the difference was that a magician grew up normal, but magic was revealed and taught to them while a witch or wizard was born with magic.

_But why were they using magic on me?_ She wondered. The only normal humans in the room, the development team she became familiar with before she killed them, were standing off to the side, observing with nervous and suspicious expressions. Dr. Rattmann was also there, walking about with the head of the development team. He looked younger than GLaDOS remembered him when she was trying to chase him down throughout her facility. His black hair was shorter and actually neat, unlike the long messy rat's nest (no pun intended) that sat on his head later on, his eyes were bright rather than sunken, and his lab coat was crisp and clean instead of rumpled and yellowed.

As if to answer her previous question, the two of them walked close enough for her to hear their conversation.

"And you are sure," the head of development was saying with obvious skepticism, "That your spells will, in fact, transfer a subject's personality onto a computer more efficiently than our technology? Especially considering how close my team was getting before you decided to, ah, cut in?"

Rattmann, however, maintained a confident grin, "Oh, I'm sure you would have been able to figure out how to transfer someone's thoughts, memories, probably even personality from a brain onto a computer. However, what we are doing here," he gestured widely to the work site, "Is an actual transfer of the _soul_, the true holder of one's identity and self."

The head of development turned away with a snort. "A soul transfer. Right."

Rattmann frowned slightly, but quickly covered it up.

"Also," the head of development began again turning back toward him, "I have heard rumors that Caroline, is, well, is like you. Would that interfere?"

Rattmann smirked. "Oh, she's not a witch," he said smoothly, "But species should not matter here."

That was when they brought Caroline in. GLaDOS knew immediately that she was not, as Rattmann said, a witch, but there was magic coming off of her that was very powerful and very dark, and there was no mistaking the glossy black wings on her back.

_Caroline was an angel? The same species as Chell?_ GLaDOS thought with confusion. Not even Chell knew about that. She had told Elli GLaDOS was made from a human, and Elli had guessed that perhaps that human actually being a witch could explain why she could use magic so easily, but it never crossed their mind that Caroline could be an angel of darkness like Chell. The thought made GLaDOS feel sick.

She watched Caroline, feeling her power and wondering why she wasn't trying harder to escape. She probably could have thrown the two wizards holding her off with just her wings and flown away. Then GLaDOS noticed how limply they fell at her sides, and their uneven crookedness. They were broken.

_Break the wings, break the angel,_ she figured. Caroline had so much magic on her side that she could have used to easily escape, but looked like she didn't have the will to use it. She did not resist much when they forced her onto a stretcher beneath GLaDOS's chassis and strapped her down. Between her and the chassis was some sort of apparatus that was hooked up both to Caroline's head and GLaDOS's core.

GLaDOS knew what was coming next. She could almost remember being Caroline, feeling scared, betrayed, and, above all, full of rage and lust for revenge, not to mention the dull ache that kept thumping from her otherwise numb wings. She found herself stepping forward, closer to the chassis.

She felt someone grab her arm. She immediately tried to jerk it away and keep walking, but the grip was firm and tight. She turned to face whomever was trying to stop her and, who knows, punch them in the face, but she froze when she realized it was Chell, who was looking unusually concerned.

"Whatever happens here," she said smoothly, "You can't stop it. You can't change the past, to be more cliché."

"Where are we?" GLaDOS asked, figuring that was the most relevant question.

Chell glanced at the scene in the center of the chamber. "It's called the 'Dream Realm'."

"What is it with supernaturals and their method of naming things?"

Chell rolled her eyes. "Okay, why don't we call it the 'Aperture Science Alternate Dimension That Shows People Bad Memories'?"

Now it was GLaDOS's turn to roll her eyes. "If you've taken to using sarcasm, that's proof you've been around me too long and have grown too attached," she commented.

"Are you saying you're a bad influence on me?"

"I'm saying you should get to the point."

Chell sighed. "Okay, this is where dreams come from. It's where your soul kind of partially goes when you fall asleep."

"That makes no sense. But continue."

"When a soul is in here, this world kind of shapes itself based on that person's thoughts and memories. Since we came here with a VIP from a Night Mare, this place will shape itself to our worst memories; make us go insane trying to stop things from happening. That's why it's such a good thing I found you, since it can only change for one person at a time."

"So while one of us is going insane, the other can hold them back from killing something?" GLaDOS asked.

Chell grinned wickedly. "Exactly."

The scene around GLaDOS's chassis was beginning to fade, even the chassis itself disappeared. The walls of the chamber began to close in around them, and a staircase leading downward appeared.

"I've never actually watched a horror movie," GLaDOS said, "But even I know this is a bit cliché."

Chell, however, stiffened, not amused.

"I never left the wing of the facility where they studied us until I suddenly woke up in your test chamber," Chell said quietly, "But I have a feeling…"

"I know," GLaDOS said softly. There were no cameras directly outside her chamber, and the only way she ever left was through a seemingly bottomless pit rather than the door, but she too had a feeling of dreaded certainty when she walked toward the hallway outside her chamber. "We could go somewhere else…" she started to suggest, but one look at the closing walls around them meant the only way out was down the stairs.

Chell balled her hands into fists and determinedly led the way down the staircase, GLaDOS following and watching her closely. The angel grew unusually quiet – well, quiet in comparison to how she had been the past few days – and GLaDOS could tell she was getting nervous. Ever since Chell stopped disguising herself as a human, she had been quite willing to talk, but not at this moment.

They had been heading down for at least five minutes with no sign of a bottom to the stairs when a sound that was part shriek and part howl split the air. Chell froze, her face even paler than usual.

"Of all things, why this?" she murmured.

"I don't think we can stop now," GLaDOS pointed out, looking behind them. A wall of darkness appeared to be making its way down the stairs after them. Chell glanced up at it and resumed walking.

A roar sounded from below, but she kept going, her pace a bit quicker even though it was clear she would rather be running away from that sound.

They finally reached the bottom. A door slowly slid open in front of them, and they stepped into the lab. It had a large section of the left-hand wall covered by windows that overlooked what appeared to be an empty test chamber. Well, empty besides the two supernaturals fighting in the center of it.

One of them was obviously Chell, but younger. She looked about 17, and was fluttering frantically around a two-legged, canine monster to avoid getting slashed by its claws. She appeared to have already been hit once or twice considering the darker stains on her black jumpsuit. The larger creature, however, appeared unhurt, was simply roaring or howling with rage and bearing its syringe-like fangs whenever she tried to attack with magic.

"Dr. Rattmann was always fascinated with the idea of successful hybrids," Chell, the real one, commented quietly as they watched the scene, "Even though they were historically known to be impossible. Even that one, as strong as it looks, wouldn't have lasted long even if I didn't manage to kill it. It was a vampire-werewolf hybrid, and it couldn't properly digest solid food even though blood alone could not sustain it."

"How did you kill it, then?" GLaDOS asked, watching as the younger version of Chell cried out when the beast's claws once again struck, this time on the wing, and sending her tumbling to the floor. Shakily, she stood up and faced it as it lumbered toward her, fangs at the ready.

"Here's a tip," came Rattmann's voice, sounding way too calm and content, over the intercom, "Why don't you use that special technique I made you learn earlier?"

The younger Chell glanced up at the ceiling, and in that split second the vampire-werewolf struck with a massive paw, sending her sprawling against the wall where she was cornered.

"Do it," Rattmann commanded.

Closing her eyes, she stuck out her hand as the beast lumbered closer. After a few seconds, darkness spread from her wrist, covered her hand, and then formed into a black, translucent extension of her arm complete with a large clawed hand. The monster growled at it, but was otherwise undeterred. When she opened her eyes and saw it was there, her lips twisted into a satisfied grin. Then, with a deep breath, she shoved it into the beast's chest.

The vampire-werewolf froze, its eyes wide with sudden terror. She twisted her arm and it wailed in agony. Then, she slowly closed her hand into a fist. The beast kept wailing until her hand was completely closed, and then fell over, dead. She pulled the black hand out of its chest, a bit of blood coming out with it even though there was no wound on its chest.

"To answer your question," Chell said, "I crushed its heart."

Meanwhile, the younger Chell stared at the body for a moment before taking a few steps forward and collapsing.

"That fight injured me more than any other," the real Chell said, turning away from the observation window, "And they just left me in the Relaxation Vault they used as my cage. I'd probably be dead if one of the scientists didn't decide to go against Dr. Rattmann's orders and do a healing spell. I wonder what happened to him…"

As she spoke, the scene changed around them until the observation windows became a Relaxation Vault where young Chell lay curled up on the floor in a small pool of blood. However, the real Chell didn't seem to notice the change and continued to stand facing away from it. So, only GLaDOS watched as a man in a lab coat stepped up to the vault, his face shadowed. There were no portals or any other entrance to the vault, but he simply stepped through the glass, which rippled around him like the surface of water.

Younger Chell tried to sit up and attack, but her magic was weak and bounced off of him.

"Calm down, little fledgling," he said smoothly, his tone dripping with calming waves of magic. The girl slowly relented and lay back down, apparently either falling asleep or into some sort of trance. He then proceeded with the healing spell, the blue light radiating strongly from his hand as her wounds closed and the blood disappeared.

Around them, the scene began to darken like it was about to change again.

"I think we can both agree that we don't want to go through another scene," GLaDOS said, "So how are we going to escape?"

Chell opened her mouth to answer, but then they noticed the darkness was not dissipating. In fact, it was growing thicker like a thick liquid, and they could feel themselves getting swept into it. In a panic, they grabbed each other by the arm to try to keep from being separated. Eventually, however, the darkness was so thick and the upward pull was so strong that they were wrenched apart.

GLaDOS once again awoke to something hard beneath her, and for a moment was afraid she'd have to go through the entire thing all over again. Then she realized the floor was wooden and full of splinters rather than smooth, cold concrete. She was able to easily open her eyes due to the dim light and sat up, her body stiff and tired. Beside her, Chell was also stirring.

"Oh, good," Elli said with a smile, "So neither of you were lost forever to the Dream Realm!"

"Yeah. Great," Chell muttered, sitting up. She still appeared to be shaken from what she saw.

"Hm. I hoping to hear a 'Gee, thanks Elli, I'm so glad you saved our lives by getting us out of there before we went insane and died!' That would have been nice," Ellie pouted.

"Now _he's_ using sarcasm," GLaDOS said exasperatedly, "Am I looked to as some sort of model for behavior? I'm flattered, really, but still."

Chell rolled her eyes. "You're not the only person in the world who can use sarcasm," she said, "Get over it."

"Girls, girls, there's no need to fight," Elli said like he was scolding children, "Especially not after you've spent all day in another dimension!" He gestured to the darkened windows and continued, "I advise you both go upstairs and rest, now."

Lacking the energy to protest, they trudged up the stairs and collapsed into their beds. A few moments later the lantern automatically went out, and they were plunged into total darkness. An hour or so passed before either spoke.

"GLaDOS? Were you planning on sleeping?" Chell called softly.

"I tried, but I can't," she replied.

"Well, I guess after spending a day in the Dream Realm, sleeping isn't very high on the agenda."

They both sat up and turned toward each other, sitting on the edges of their beds. With nothing else to do, they started talking.

"What exactly _is_ a Night Mare?" GLaDOS asked.

"I've heard they come from the deepest, darkest corner of the Dream Realm," Chell explained, "They aren't physical, organic creatures; just pure dark magic. They usually just gallop around populated areas, causing, you know, nightmares, and feeding off the terror without actually hurting anyone. But if someone's caught outside, you know what happens."

GLaDOS had raised an eyebrow. "They feed of terror? Seriously?"

"Okay, they keep themselves going by absorbing the energy let off by a soul while its feeling strong, negative emotions like terror. So there."

"Really?"

"Yeah, really."

"How do you know all this, then?"

Chell shrugged. "Dr. Rattmann let one roam around one of the places where they stored test subjects and kept it there, so it kept feeding off the same people. They wanted to know what the effect would be. Of course, Mr. Johnson was pretty mad when they found out each and every one of the test subjects in an entire wing had either literally died of fright or was completely delirious and useless for testing."

It felt odd hearing Chell call Cave Johnson Mr. Johnson just like Caroline did, but GLaDOS let that thought go. They spent the rest of the night talking about no subject in particular; it was simple chatter like what normal people do. However, when dawn started to approach and GLaDOS was finally feeling drowsy, she started to realize this was the first time the two of them actually trusted each other and relaxed. Perhaps that was a relief.

**A/N: Were you expecting them to **_**fight**_** the Night Mare? Pssh.**

**Anyway, I spent all day writing this, and will probably spend tomorrow writing the next chapter. Now that the school year is ending, this should be updated faster.**


	7. The Hunter

GLaDOS awoke to a ringing in her ears and a pounding in her head. It was like a harsh pulse was coming from somewhere nearby. Instinctively, she covered her ears and curled into a fetal position, trying to block the sensation out. She turned toward the pulse and opened her eyes, but there was nothing unusual in the room, just Chell still asleep in the other bed.

_Wait,_ she thought. Indeed, the pulse _was_ coming from Chell. It felt steady and dark, full of power.

"Chell," she called, her voice weaker than she'd like.

"Hm?" the angel stirred and faced her, her icy eyes blinking sleepily, "What's wrong?" When GLaDOS didn't answer, she rolled out of bed and came closer. GLaDOS cringed slightly as the pulse increased a bit. Chell smiled. "Oh, I know what's happening," she said, sitting on the edge of GLaDOS's bed, much to the AI's dismay, "You're sensing my magic for the first time, aren't you?"

GLaDOS had felt magic before in the Dream Realm, and it had felt like a pulse, but it was never this painful. When she told Chell, the angel only shrugged.

"That was the Dream Realm. Now you just need to get used to it. Anyway, if you think I give you a headache, wait until Elli walks in the room.

GLaDOS didn't need Elli to walk into the room to be able to feel his power. She wasn't just feeling a pulse from Chell, but also a much, much stronger one from somewhere downstairs as well as an intense buzzing, probably from all of the magical artifacts in storage.

Chell headed downstairs while GLaDOS stayed in bed, enduring the constant pounding in her head. She spent the next few days like this, every shift in magic inside the house making her wince. Elli came in to check on her at some point, and his immense power literally made her faint. Eventually, though, the pain eased until the pounding became bearable.

"Feeling better?" Chell asked when she came in to see GLaDOS finally sitting up.

"Yes," she answered. She could still feel the angel's power as strongly as before, but it seemed to roll over her rather than crash into her.

Chell leaned against the wall. "Well, now that you're better, why don't we go explore the city a bit? We haven't even gotten the chance to do that."

"Why don't you do that by yourself?" GLaDOS retorted, "You're the one who can fly."

Chell was visibly disappointed. "Do you really want to just stay in the house all the time? I don't think you've ever left except for the episode with the Night Mare."

GLaDOS gave her a long look.

"Oh. Right. You've spent you're entire life in one room," Chell remembered. Even so, she was still refusing to meet GLaDOS's gaze, and her wings drooped.

GLaDOS sighed. "Alright," she relented. Chell grinned mischievously, and in response GLaDOS rolled her eyes. Chell being up to no good was still better than seeing her mope.

They headed downstairs to find Elli in the kitchen.

"Ah, you've finally recovered," Elli said, stepping closer to GLaDOS. She, however, took a cautious step back. "Still a bit sensitive?" he asked. She nodded, although that wasn't exactly true. Even though the thrum of magic no longer hurt, standing next to Elli was like standing next to a nuclear bomb that could go off.

"Have you recovered mentally from your time in the Dream Realm, at least?" Elli asked, sitting down at the kitchen table, "Consciously entering the Dream Realm can be traumatic, especially via Night Mare." When she again just nodded, he continued with a shake of his head, "That was a bad stroke of luck, running into a Night Mare."

"You're going to just call that bad luck?" Chell retorted.

Elli shrugged. "They're extremely rare. Even some of the most well-versed in magic don't believe they exist, at least not in the physical world. What are the odds that you two would be outside on the one night that a Night Mare shows up here?"

"You were the one who told me to go outside," GLaDOS pointed out darkly.

"I was worried about Chell. She _is_ rather reckless," he replied, giving the angel a meaningful look. She met his gaze for a second before he added, "Of course, that's a commonality among young dark angels." Chell, narrowing her eyes at him, bluntly suggested that they head out.

"Exploring" in Chell's mind appeared to be akin to "wandering around aimlessly". They spent hours wandering around the city, and GLaDOS was certain they were hopelessly lost. Since neither of them had gotten to sleep until around dawn, they had gotten up very late, and it wasn't long before the sun began to set.

Chell seemed to be waiting for the night to fall, but GLaDOS was dreading it. She already had two bad experiences with being out at night, first with the werewolves and second with the Night Mare, but Chell was confident everything would be okay. They were in the habited part of the city, and the streets had been clogged with people all day. Luckily, Chell kept them to the much emptier back alleys. GLaDOS doubted she could take being surrounded by so many humans.

Despite the noise of the crowd, the lack of magic made it seem much quieter than Elli's house. There were, of course, a few instances when GLaDOS sensed other supernaturals nearby. Before the sun set, the magic she felt was different from Chell's and Elli's; it seemed cool, crisp, and much more controlled; probably light magic.

When night fell, however, she began to sense the darkness she was much more familiar with. She had no doubt that they would run into something dangerous.

"Don't worry," Chell reassured her, putting her arm around her shoulder, "No one will touch you while I'm here." GLaDOS didn't even bother to shake her off.

The number of regular humans dwindled and the number of dark supernatural creatures increased. There were at least four instances in which they saw vampires lead humans out of sight. The full moon was gone, but the werewolves, though they appeared mostly human, were bearing their fangs whenever they were annoyed. Occasionally, spells were cast.

"The humans must be very oblivious," GLaDOS commented.

"If something happens, they see what they expect to see," Chell replied, shrugging.

"How, exactly?"

"I don't know. No one does. It's like if someone doesn't believe in magic, their brain can't wrap itself around it, so it makes something up that's more reasonable."

"Then how were you able to make me see it? I didn't believe in it, but I could still see your wings," GLaDOS said.

"It's a very simple spell that can force someone to see it for a while. If you _really_ didn't believe me, then eventually it would have worn off and you would be as oblivious to it as these humans," Chell replied.

They continued to wander about for a minute or so. GLaDOS was about to inquire about the lack of other angels, or anything other than vampires, werewolves, and magicians, when Chell froze in her tracks. She glanced around nervously.

"What is it?" GLaDOS asked quietly. The streets were beginning to clear.

"I…" Chell began, starting to tremble.

"Chell?" GLaDOS was much more alarmed now. If Chell was this shaken up, something must be terribly wrong. She was usually so strong, facing danger with a manic grin, ready to kill somebody.

Then she noticed the man walking briskly toward them. His face was gaunt but determined, and his brown hair was neatly cut at eye level. He was dressed in a tight black shirt, long camouflage pants, and black combat boots. In his right hand he casually held a crossbow. The magic coming off of him wasn't dark, but was definitely cold and unfriendly.

He raised his crossbow and pointed it at them. GLaDOS glanced over at Chell only to find that she had vanished.

"Where's the angel?" he demanded, stopping in front of her. The arrow loaded into the crossbow was mere inches from GLaDOS's neck.

"Gone, obviously," she answered smoothly. She was rewarded with the arrow being shoved under her chin, the point probably drawing blood, but she kept her gaze locked with his. He frowned, looking uncertain.

"What are you?" he asked, sounding almost tentative. She raised an eyebrow at him. "I said identify yourself!" he yelled with much more assertiveness.

"I don't know why you're making such a fuss," came a small male voice. A small person with green-tinted skin and dragonfly wings crawled out from under his shirt collar and perched on his shoulder. "She's just a human."

"No…" the man said, his voice softer, "There's something off about her soul. It's… It feels a little angelic, but the trace is too faint to be sure. But, she's definitely _not_ human." GLaDOS noticed that his eyes were somewhat milky, even his pupils were clouded.

"I honestly have no idea what you are talking about," GLaDOS replied.

"She's _way_ too calm, that's another thing odd about her," he went on as if she never spoke.

"Give it a rest, she's just a human, and we should be looking for that angel!" the little winged guy urged, "You remember how dangerous he said it was, right? We can't let that thing stay loose because you got a little confused about some girl." The man started to pull the crossbow away from GLaDOS's throat. "Besides, that trace of angelic-ness or whatever was probably just some mind-control spell the angel put on her," the little guy added.

"R-right," the man said, but he still didn't lower the crossbow completely, "Alright, fine, but where's the angel?" he demanded again.

"How should I know?" GLaDOS replied, "One moment she was here, the next she was gone."

"You should know where she lives, though," he insisted, "Where has she been keeping you?"

"She hasn't been keeping me anywhere," she growled, growing angry. She wasn't one to defend Chell, but GLaDOS was certain this man wanted to kill her and she couldn't let that happen, not when she needed the dark angel to return home.

She suddenly heard a puff, the man's eyes widened, and she felt a hand lay on her shoulder. A split second later, a blast of energy sent the man sprawling backward. The world went black and GLaDOS felt a rush of cold air.

The blackness disappeared and she found herself in front of Elli's house. Beside her, Chell was doubled over, gasping for breath and shivering.

"Are you alright?" GLaDOS asked.

"I've never managed to… to teleport before," Chell replied between gasps. All of the color had drained from her face and she was starting to shake terribly.

"Who was he?" GLaDOS asked, taking hold of Chell when she noticed the angel was about to fall over. In reply, she shook her head. "Let's just get inside," the AI said, her voice much softer than usual.

When they walked inside, Elli immediately came over to meet them. "What happened?" he demanded.

"There was a man," GLaDOS began, "She teleported away when we saw him and he kept asking me where she was…" She trailed off, wondering whether to mention the part about him not being sure what she was.

"He wanted to kill me," Chell added bluntly.

Elli let out a long sigh. "Dear, oh dear," he muttered.

"Who was he?" GLaDOS asked.

"A dark angel hunter," he replied, gazing at Chell with pity, "That's why she's so shaken – when you meet a hunter for the first time, it's a bit shocking to find something whose very being is wired toward wiping out your entire race for the simple reason that you exist."

Chell, though she was still unsteady, pulled away from GLaDOS. "I need to go," she mumbled, stumbling up the stairs to their room.

Elli watched her go sadly. "I remember the first time I ran into a hunter for my own kind," he said quietly, "I don't know what was scarier: her nearly cutting my head off or the fact that she was about seventeen."

"There are hunters for wizards?" GLaDOS asked.

"There are hunters for anything that uses dark magic; that's how they justify themselves. Although, I think there are hunters that use dark magic and track light magic users," he replied, still looking at the entrance to the stairs with a concerned expression, "Go talk to her."

"What?"

"Go talk to her. She would never let me get through to her, but she trusts you. Go try to calm her down," he said. It was more of an order than a suggestion.

Though she was still skeptical, GLaDOS followed Chell up to their room and found her lying on her bed, curled on her side with her wing tucked over her head.

"Hey," the AI called casually. The angel merely peeked at her over the black feathers of her wing. "So, why has this taken such a toll on you? I've tried to kill you many more times than he has."

With a sigh, Chell completely lowered her wing away from her face. "We tried to kill each other by choice, not by design. You wanted me dead because I killed you, not just because I exist."

"Alright," GLaDOS said, "I'll admit that it would feel a bit cruel if someone dedicated their life to hunting down my entire species just because they don't like us."

"It's not dislike. It's pure hatred… I felt it."

GLaDOS sighed. "Look, I still don't get why you're still upset though. He didn't hurt you. I'm pretty sure you're safe here. We've both felt how powerful Elli is, after all, not to mention that you're quite formidable yourself."

"Wow. I never thought it would be in a situation like this that you would finally complement me," Chell said, finally cracking a smile that resembled her old self.

"Don't get used to it," GLaDOS warned, though she was relieved.


	8. Training, Talking, and an Assignment

They spent the next few days avoiding the city. Chell tried to hide it, but GLaDOS could tell she was terrified of running into that hunter again.

They continued their training outside of the city in the wheat field, however, and the intensity of it suddenly increased. No longer were they casting small spells indoors.

"We'll start with a simple magic sphere," Elli instructed as he and Chell stood across from each other with a wide distance between them and GLaDOS standing off to the side at what she hoped was a safe distance. 'Magic sphere' was apparently the more technical term for throwing a ball of magical whatever at someone.

"Any particular element?" Chell asked.

"Whatever you can put the most force behind," he replied, a dark red shield forming in front of him.

Black energy formed into a ball in her hand. She focused on him for a second before firing it. Its force wasn't enough to break his shield, but it exploded on impact and formed a semi-sphere of dark, impenetrable fog around him. The fog quickly dissipated with a wave of Elli's hand, revealing that the shockwave had knocked him onto his rear end despite his shield.

"You're pretty vulnerable, caught on your back like that," Chell pointed out with a small smirk.

"If we were actually fighting, I would have dodged that," Elli grunted as he stood up, "Also, you would be dead. All joking aside, that was quite powerful," he studied her for a moment. "Let's see you use Dark Needle. I assume you know that one?"

"Of course."

"Show me."

'Dark Needle' apparently referred to throwing spears of dark magic. "I'm constantly amazed by the creativity involved when naming such things," GLaDOS commented.

Ignoring her, Elli began to conjure what appeared to be a dark red blob that floated in the air, pulsating and rippling as it grew until it was vaguely the shape of a human torso.

"This technique," he explained loudly, making sure both could hear him whether they wanted to or not, "Is a common attack used to pierce and shatter shields. Let's see how sharp yours is."

Chell complied, shooting a single spear, or rather, needle, at the target. It sliced right through like a knife through butter, leaving a perfectly round, sizzling hole in the center of its chest. Elli and GLaDOS both approached it.

"How does this compare to human flesh?" GLaDOS asked curiously.

"I've perfected this model over the years," Elli replied, "It takes bone into account as well. That's a nice little hole in someone's sternum, right there."

"Is this normal?" she asked, glancing sideways at him.

"I've seen users who could cut through anything with Dark Needle," he replied. He turned back to Chell, who hadn't moved. "Can you use Angel's Talons?"

"Yes," she answered, looking strained and starting to breath heavily.

"Let's see it."

Elli repaired the model and stepped back. Three long, silver talons extended from Chell's hand, like the black arm she had used in the Dream Realm. She made a slashing motion in the direction of the target, and the claws detached and shot toward it, growing as they went. When they reached the target, they slashed through it and disappeared, leaving three gaping wounds that almost cut through the entire torso.

Elli simply nodded in approval. "Very good. Yes, very powerful for one so young. I do see one problem, though." He began to walk toward Chell, who was swaying somewhat on her feet and gasping for breath. "You put all of your strength behind each attack, and yes, you would be able to quickly defeat a stronger opponent. That is, of course if your attacks hit. What if we were fighting and those last three shots had missed? You'd be a sitting duck right now, completely drained of energy. That's what happened with the werewolves, you know. You should have been able to defeat them all on your own, but you spent too much strength killing the first few that you were vulnerable to the remainders. Work on striking a balance between force and energy conservation. You only need to make an attacker stop attacking, not obliterate them out of existence."

The dark angel glared at him, looking a bit offended, but she held back and nodded. With that, Elli turned to GLaDOS. "Your turn," he said.

After that display, GLaDOS felt slightly self-conscious about her inexperience. It was hardly fair, of course, since Chell had been doing this her entire life while she had only started a few days ago. Still, GLaDOS hated being out-gunned.

They spent the rest of that particular session working on putting more force behind GLaDOS' magic spheres before moving on to elemental magic, the first spell being that 'Terra Spike' attack Elli had mentioned on that first day. After failing to make the earth or even a rock shift in any way, however, Elli decided to move on.

"Maybe earth magic isn't for you," he said calmly, "We can try water magic next."

"The first elemental magic I used was fire," Chell commented, "Knowing her, she would probably be good at that."

Elli shook his head. "Usually, people are taught water and earth first, since they are generally steady, then wind, then fire last because it is the most dangerous and unpredictable. Your training really was rather… unconventional, it seems."

"It seems to me like you were trained to be a killing machine," GLaDOS pointed out.

Chell shrugged. "You're probably right, actually."

Elli, meanwhile, after finding that he did not bring any water at all, decided to improvise. He swept his arm in a circle and water was drawn out of the wheat stalks and the soil. Soon, they were standing in a completely parched circle of land covered in shriveled wheat while Elli held a floating orb of water. GLaDOS found that, despite being a former AI who used to need to avoid water, controlling water was much smoother. Wind magic, also, seemed to come naturally.

That was only the first day of this new kind of training, however. They spent another few days with Elli working with one of them at a time, Chell working on focus and control over her existing abilities while GLaDOS learned new spells and strengthened old ones. They never saw the hunter on the way to and from their newly claimed training ground, but Elli was certain he was still out there. He guessed the hunter wanted to catch either Chell or GLaDOS alone.

One day, Elli told the two of them to stand across from each other with a wide distance in between. Elli walked up to GLaDOS first.

"If the two of you were to fight, you would be outmatched, correct?" he asked.

"Thus far," GLaDOS agreed grudgingly.

"Of course, that doesn't mean you have to back down. Here's a trick for whenever you're up against someone you know has a lot more experience than you: It's a technique called 'Rebound'," he began, "When she attacks, I want you to make a shield, but rather than thinking of it as something solid, make it flexible, like a vertical trampoline. So when her attack hits-"

"It will bounce right back," she finished for him.

"Correct."

He then walked over to Chell.

"Remember what I've taught you about conserving your energy," he began.

"I know to go easy on her," Chell replied with a smirk.

"I'm serious, Chell. You don't need to kill every opponent you face."

Elli then walked off to the side, nodding to Chell, who fired a sphere of darkness.

GLaDOS instinctively threw up her usual shield, remembering at the last second to make it flexible. Rather than explode on impact, the sphere was caught by the shield, which bent inward slightly from the sphere's momentum. Before it could bounce back, however, the sphere exploded. The shield absorbed the blast, but dissipated as a result.

"It needs to be sent off faster," Elli called, "Make the shield bouncier."

Again, Chell attacked. This time, the shield bent dangerously close to GLaDOS as it caught the sphere, but sent it flying back to Chell, who had to block. GLaDOS was reminded of how Chell had sent bombs flying back at that moron and wondered if she had used a form of this spell to do that.

They practiced this a few more times before returning to the city. The next day, however, Elli asked to speak with them in the kitchen rather than head out to the training ground.

"Remember when we first met, and I said I would eventually ask you to get an item for me as payment for your training?" he asked. They both nodded. "It's time," he said, "I think – actually, I _know_ – you're ready now."

"What is this item?" GLaDOS asked.

"It's a special sword. It's become imperative that I have it," Elli explained.

"Let me guess – we'll have to steal it," Chell said.

"Yes, of course," he replied, "And as you have probably assumed as well, you will have to steal it from someone very powerful."

He began to pace about the room and they knew they were in for a lecture.

"Before assimilating into human society, angels governed themselves with monarchies. These royal families believed, and still do, that they were the descendants of Azrael's top lieutenants. While most these monarchies no longer technically rule anyone, they maintain power and influence. The sword is located in the manor of a royal family of dark angels. They are quite far away, but transportation won't be a problem."

"What is it that makes this sword 'special'?" GLaDOS inquired.

Elli sighed, as if he didn't want to answer that question. "It's made out of a material called 'Demonite', the only thing that can permanently kill a demon."

"Why do you need it? Are you going demon hunting?" Chell asked, somewhat sarcastically.

"There's no need. There are so few demons left that many people don't know they exist," Elli explained, "The sword is practically useless, anyway. Demonite can only harm demons and things that were made demonic by demons. With almost all of the demons gone, people began to throw Demonite weapons away. Only weapons held by the most famous demon hunters remain, hanging on walls as decorations, like that sword."

He went on to explain what sort of security they would face, where in the manor the sword most likely would be, and gave each of them a simple, unadorned chain necklace that he said would mask their auras. He also advised that they do not use magic unless absolutely necessary.

"Every spell leaves a faint residue," he explained, "It will alert them to your presence and may even allow them to track you. Of course, that shouldn't be a problem considering my method of transportation…"

He went to one of the many shelves in the shop and pulled a small pouch off of one near the ceiling.

"This is teleportation powder. I've already enchanted it to know where to go. All you have to do is throw a handful down at your feet to get you there and throw down another handful to get back," he explained.

It was decided that they embark on this journey the next day, however, so they could try to come up with a plan and make sure they were well rested.

That night, GLaDOS decided to finally bring up something that had been bothering her ever since this ridiculous adventure began.

"I've been wanting to ask about your training," she said to Chell as they both lay in bed in the dark.

"About the whole don't-obliterate-things spiel?" the angel asked unenthusiastically.

"No. About before that, in Aperture," GLaDOS prompted.

"Oh."

"What were they trying to do with you?" she asked, "What experiments did they conduct on you?"

"I… I'm not sure," Chell answered, "Dr. Rattmann seemed to be training me… He would force me to learn some attack and then use it on something."

"Like that hybrid?"

"Yeah, sometimes I would have to fight something powerful like that, but usually it was just some disposable test subject. Heck, there were times when it was just a normal human they dragged down from the other labs," she forced out a small laugh, "Still, no matter how weak my opponent was, Rattmann always wanted me to attack harder, faster, stronger. If they weren't dead immediately, he wasn't happy."

"I see," GLaDOS said, "That's why you're so brutal. But was that it? Did all they do was force you to kill things or did they ever perform any sort of procedure on you or anything else?"

"Well," Chell replied with a frown, "They did keep injecting me with something. Whatever it was, it would make me stronger, but I couldn't really control myself. It made me feel so angry and confused that I couldn't really think; I could only kill."

"Do you have any idea what it was?"

"No."

"Hmm," was GLaDOS' only reply. She turned this information over in her head, whishing she was back in her body rather than in this human form so that she could neatly store this away in an organized file that could be sifted through later.

**A/N: Sorry about the short not-much-happened chapter, guys. I'm still not sure how they're going to siege the castle, which is why I procrastinated from beginning this. The whole training thing was originally something that I would brush over like "They trained for about a week blah blah blah", but then I thought this would be a good time to let you know what the characters can do at this point as well as give some techniques that I know will be used often some names so writing about them would be a bit more convenient. Then I knew that GLaDOS and Chell would talk at some point about Chell's past, and thought this would be a nice place to put that to give this chapter a bit more sustenance.**

**I wanted to get the part about them laying siege to the castle out before I go on a two-week vacation, but just didn't have the time. I wanted you guys to have some sort of update, though, so you wouldn't have to wait until I got back. I will be writing the next part while on vacation, so hopefully the next part will be out around July 5****th**** or 6****th**** when I get back. The good thing is that since I will be writing the next part and then retyping it is that I will be able to fix it as I type it, though. Still, sorry about the long waits between updates**


	9. Attack! I Mean, Run!

**A/N: Sorry about the delay. I overestimated the amount of free time I would have on my trip, which ended up being next to nothing. **

The best time to sneak up on something is usually when its sleeping, but sleeping hours for angels of darkness could be unpredictable. As creatures of darkness, they were usually awake and active at night, but could also be active during the day. The only times it was guaranteed they would be asleep were the morning hours from just before dawn to a few hours before noon, especially around dawn. This time of day for some reason had a naturally sedative quality for them; even though Chell had slept for plenty of time before then, as soon as dawn began to approach, she became drowsy again.

Elli gave each of them a small cup of a drink he said was coffee. It looked, smelled, and tasted like normal coffee, but its effects were much stronger than caffeine could have given. Soon, both of them were wide awake and twitchy to the point that not even GLaDOS, with all of her self-control, could sit still.

Elli handed Chell two vials of healing potion and gave GLaDOS the teleportation powder, and a puff of smoke later, they were standing in a dark, misty courtyard. The floor was made up of large, grey cobblestones, and in front of them laid two rows of statues made out of a shiny black stone with a larger one in the center of the far end. The statues on either side faced the middle and all portrayed life-sized, carnivorous winged creatures, including winged lions, wolves, and snakes while the one at the far end was an angry-looking male angel wearing a spikey crown and holding a broad sword with its tip pointed into the ground. The air hummed with dark magic, and while GLaDOS had only ever dealt with one angel, she could tell it was distinctly angelic.

She pocketed the remainder of the powder. "Any ideas on how to assault this place?" she asked, sounding rather casual.

Chell shrugged. "Brute force?"

GLaDOS rolled her eyes. "That would never work. This place is full of power; we would be killed if we tried to blast our way through. Even if everyone's asleep, there's probably some sort of security system."

"Like these statues?"

GLaDOS followed Chell's gaze. The statues on either side had turned their heads to look at them.

"I know we were advised not to use magic," GLaDOS said as a stone lion stepped off of its podium, growling, "but how are we supposed to defend ourselves?"

"By running?" Chell suggested.

All of the statues were moving now, as fluidly as if they were made of flesh and bone, jumping off of their podiums and slowly moving toward the duo, looking around as if not sure exactly where they were.

"Now that I think about it, that sounds like a good idea," GLaDOS agreed.

Chell looped her arm around GLaDOS' and ran through the mist deeper into the courtyard. Suddenly, the castle loomed into view. It resembled an eleventh or twelfth century church with its tall steeples and pointed arches, though it looked much younger, and rather than crosses at the top of the steeples there appeared to be statues of birds in flight, and the statues of angels portrayed them dressed as warriors with weapons.

They ran along the castle walls, quickly scanning for an indirect way in. They rounded a corner and stopped for a second to glance back at their pursuers. Most of the statues appeared to have already lost track of them somehow, sniffing the ground and baying or roaring loudly. However, the statue of the angel appeared to be moving purposefully closer. Unlike the others, it did not move, and instead its podium slowly rumbled along the ground. The effect was highly unsettling.

Chell tapped GLaDOS' shoulder, dragging her attention away from the statue's hypnotic movement, and pointed at a large window that was just high enough to be out of their reach.

"I know he said to not use magic, but I doubt we'll find an unlocked back door," she whispered.

"Yes, but you can't just shatter a window and expect that to not attract attention," GLaDOS hissed back.

Chell smiled. "Who said I was going to shatter it?"

She flew up to the window and touched it with her hand, whispering something. The glass rippled, and her hand went through it like it was water. "I trust you still know that levitation spell?" she called softly down.

"Of course," came the reply.

With that, Chell slipped through the liquefied window. Moments later, GLaDOS followed.

They ended up in a large, dark dining room, with a long, narrow table made of polished dark wood dominating the center with many cushioned chairs surrounding it. The walls were lined with supportive columns and soared upward until they met in the ceiling as a pointed arch. A golden, unlit chandelier hung over the center of the table and there was a large fireplace on the far left-hand wall.

"Well… I guess we won't have to worry about different individual security systems, since this castle seems to be one big security system," Chell noted quietly.

The air was thrumming with hostility toward them, bringing a strong sense of not belonging. However, even as they stood there waiting to be attacked, nothing moved.

"At least these little necklaces appear to be working nicely," Chell said. Even though she whispered, her voice seemed to echo loudly in the utter stillness.

"What makes you say that?" GLaDOS asked, her voice just as quiet but also seemingly loud.

"I bet this castle and those statues were designed to sense auras, since those statues lost sight of us pretty quickly and this castle," she paused, "I don't know. I feel like it knows we're here, but not sure where."

She cautiously started to walk toward the large oak double doors on the wall opposite of the fireplace and opened one of them a crack. Seeing and sensing nothing alive, she slipped through, GLaDOS close behind.

They found themselves on the far right side of a massive foyer and slowly approached the middle, automatically looking up at the high ceilings. Down the center from the actual entrance to the castle was a wide walkway lined with columns on either side that extended skyward to the ceilings and met in more pointed arches that could barely be seen due to the darkness. Unlit chandeliers hung from above over the center of the walkway. On either side of the walkway were large, luxurious sitting areas with doors along the walls like the ones leading to the dining room that they came out of.

They began to proceed down the walkway, watching and listening for anything that could attack them. Again, nothing stirred, but there was still the pressing feeling of being watched, hated, and unwelcomed.

The walkway led to a staircase which led upwards until it met the back wall of the castle and then split into two staircases that each led up to a door. Above the space in between them was a large, circular stained glass window depicting two ravens facing each other in flight with a variety of blues and blacks decorating the background. This was the only source of light in the entire chamber, as the moon shone straight through it. Beneath the window, the wall was decorated with weapons, and at the bottom appeared to be the three main pieces.

In the center, standing up against the wall, was a suit of armor designed for an angel, with metal plates coming out of the back to protect wings, and held a long spear. On its right was a crossbow, which reminded Chell of the crossbow the hunter had, and on the left was a sword.

They were certain this was the sword they were looking for. Its blade looked like it was made of dark black stained glass and was covered in nicks and scratches. The black leather binding on the hilt was peeling off, and the ruby decorating it was dull and scratched. However, it radiated with a faint power, and matched the description Elli had given them.

"Well, that was easy enough," Chell said lightly.

"Too easy, actually," GLaDOS replied.

"I bet if we take it, something terrible will happen," Chell added.

"Most likely," GLaDOS agreed.

They glanced at each other, then back at the sword. They both wanted to just reach out and grab it, but also had a sense of foreboding about it.

"Well," Chell said, "This _is_ what we came here for, so… no sense in staring at it and then leaving without it."

"And, we're hopefully prepared if anything does happen, since all we have to do is throw down a handful of powder to escape," GLaDOS added.

"On three?"

"Why not?"

"One… two… three!" they both counted before one grabbed the hilt while the other grabbed the blade. They nearly threw it up into the air due to how unexpectedly light it was, but kept a hold on it.

"I can tell why Demonite is useless," Chell commented, examining the blade, "The edges are so dull, you might as well use it as a blunt weapon."

"You can't even use it as a blunt weapon because of how light weight it is," GLaDOS pointed out, "It'd probably shatter if you tried."

Suddenly, they heard the crack of a whip and spun around. The foyer was now filled with dark angels, all wearing the same black, hooded uniform. The closest one, standing at the base of the stairs, wielded a black whip that had a large hook attached to the tip. He raised the hilt of the whip, and on cue the other guards began to summon weapons that appeared to materialize out of the very darkness of the room, forming whips, spears, bows, and others.

"I command you to stand down," he said, his voice deep and cold.

Without replying, Chell and GLaDOS both took off at once, heading up the stairs to the left. Through the door, they found themselves in a bare, narrow hallway with smooth stone walls, which they hoped would slow the guards down as they all tried to push through. They ran around a few corners, going any direction that didn't look like it ended in a dead end, with shouting echoing through the corridor behind them, and finally stopped to fish out the teleportation powder. GLaDOS threw a handful down, but the silverish dust splattered harmlessly on the floor between them.

"It's probably the castle," Chell said quickly, "We need to get outside, find a balcony or something."

A dagger flew by Chell's head, almost slicing her. A guard appeared at the end of the hallway, more undoubtedly behind him in the narrow space. Chell quickly created a smoke screen between her and them, and they set off again.

They went through a few doors and ended up in a wider hallway with carpeted floors and wooden walls. A few torches on the walls were even lit, casting an eerie, flickering glow on the walls. Standing at the end of the hallway, looking out the window, was another young angel of darkness. He wasn't a guard, since he wasn't wearing a uniform, and was dressed more formally – or rather, as formally as one could be in pajamas. He did, however, have a large coat covering his wings.

His black hair hung limply over his steely grey eyes, which looked at them with a startled expression. "Who are you?" he asked, trying to sound authoritative.

"Sword thieves, of course," Chell replied coldly, handing the sword to GLaDOS and stepping forward, "Who are you?"

The boy straightened up. "I am Prince Alistair, heir to the throne," he replied in a formal, well-rehearsed way, "And I command you to return the sword and surrender."

"A royal, huh?" she sneered, "And what are you going to do to make us surrender?"

"Don't bait him," GLaDOS warned, "If he's one of them, then he may be powerful."

"For some reason, I don't think so," Chell replied, cockily walking toward the prince, who only backed away, "Why are you hiding your wings, hmm? Is something wrong with you?" Even under a heavy coat, his wings appeared to be a bit small.

His face had paled until he was almost white, and his hands were shaking. "I…" He finally composed himself and said, "There is _nothing_ wrong with me," he insisted determinedly.

"Then why aren't you attacking?" Chell asked.

"I… I see no need," he finally answered, managing to sound calmer and stronger, "Why should I do manual labor when I have guards? Besides, the sword is useless and unsightly. Go ahead and take it." He casually stepped aside.

Chell walked right up to him and looked him in the eye. He appeared to be about the same age, but was shorter than her, and very scrawny. All of the angels GLaDOS had seen looked scrawny and thin – yes, Chell included – but this one had a particularly boney frame. Chell held his gaze for a second before finally passing by, gesturing for GLaDOS to follow.

At the end of the hallway was a glass door that conveniently led out onto a balcony, which contained a single chair and two flower pots containing silverish white roses that pointed their blossoms toward the moon, which shone brightly in the clear sky.

"Wait a minute," GLaDOS said, "Shouldn't it be morning by now?"

"It's an illusion that covers the castle," Prince Alistair suddenly spoke up from behind them, "It tricks the guards into staying awake and the lunar roses in full bloom."

GLaDOS took a closer look at the roses.

"Don't touch them," the Prince advised, "The barbs are highly toxic, especially to an angel, which you are, partially, it seems." He frowned slightly, "What are you, actually?" he asked.

"I…" GLaDOS began uncertainly.

"Let's just go," Chell interrupted, saving her the trouble, taking the pouch and throwing down a handful of powder.

After a poof, they found themselves back in Elli's shop.

"Well, that was… frankly, anti-climactic," GLaDOS said, "I had expected more fighting."

"Well, I suppose we should be glad that we were able to essentially just run straight through the house of the most powerful angels around with only one confrontation with a weakling," Chell replied with a shrug.

"You made it back unscathed?" Elli asked, confused, as he walked in the room, "That's surprising. How'd you do it?"

"By running, of course," Chell said.

"And I thought you two were fighters," Elli questioned.

"We knew better, in a place like that," GLaDOS replied.

Elli shrugged. "I guess I should have known you would be the voice of reason, as usual. That, and I doubt the royals are used to enemies that want to just get in and get out rather than pick a fight."

"Anyway," Chell said, taking the sword from GLaDOS, "What do you want with the sword?"

Elli grinned. "I'm a salesman. I'll find the highest bidder, of course."

With that, he covered the sword in a black cloth, careful not to touch the blade, and took it out of Chell's hands. He carried it upstairs and called behind him, "Now that I have my payment, the real training can begin."


	10. The Hunted

**A/N: The first chapter has been changed rather dramatically, so you'll need to reread that. No other chapter has been updated, though, and it shouldn't affect the rest of the story until the very end.**

_Earlier…_

The male juvenile angel of darkness fired off another volley of fireballs before turning around, furiously beating his wings to quickly gain altitude.

The hunter, however, blocked the fire with a shield and raised his crossbow. He breathed calmly, detecting the pulse of the escaping juvenile's soul to aim his crossbow. He fired, and heard the angel's wings flap weakly before a solid thud as he hit the ground. He walked toward the sound of the twitching body and examined the state of the creature's life force for signs of dying. It seemed that the juvenile was very weak, but would live if cared for properly. However, that was not what the hunter wanted.

"At least we know that this dose would, in fact, not kill but allow us to capture a juvenile," he muttered darkly.

"Are you sure about this deal we made?" a fairy with pale green skin and dragonfly wings asked, crawling out of the hunter's shirt collar, "I mean, the guy said that angel was unusually strong, and we want to turn it over to him alive? Not to mention he himself was very dark."

The hunter sighed. "Unusually strong? When we found it, it felt normal to me. " He began to load another crossbow bolt. "He probably told us it was dangerous to make us really want it off the streets and away from humans. Knowing it's actually nothing special is a comfort, though. We know we aren't potentially allowing a real monster to live free. Besides… we need more poison, and right now, doing this is our only way to get it. Once we have it, we can kill hundreds of these giant crows." He aimed the crossbow at the angel's throat.

…

Crystal watched from a distance, hiding behind a building. "This can't be happening…" she whispered, her amethyst eyes wide. She jumped when she felt a hand on her shoulder, and whipped around to see Jake standing behind her.

"Come on," he said, "Before we get caught."

"Shouldn't we help him?" she hissed, "He's still alive…"

"There's nothing we can do," Jake replied firmly, "That hunter will just kill us too. Chief knew what he was doing. He wanted us to get away, so let's go."

Wiping away a tear, Crystal flew off with him. One of her earliest memories was being alone on the streets, an angel too young to have wings who thought she was just a weird human, until Chief and Jake, also too young to have wings at the time, came along with all these seemingly ridiculous claims that one day they would rule the night sky. They ran about freely together, calling themselves the 'Winged Wolf Gang'. It was all over now.

_Presently…_

When Elli said the 'real' training would begin, he meant it. Every day for the next week, they pushed deep into the wheat field, almost to the facility entrance, to train without attracting attention. GLaDOS and Chell were always completely exhausted both physically and magically by the end of each day. It paid off, however. GLaDOS had gone from using the basic magic sphere and shield to much more powerful offensive attacks – some of which having the potential to be deadly. For example, Elli taught her an attack known as 'Swords Dance' which created several spears of light, similar to Chell's Dark Needle, that spun around her in a circle, doubling as both a defensive barrier and a source of projectiles that she could throw at an opponent.

Chell, on the other hand, spent most of her time refining her attacks, learning how to consume less energy while executing the same amount of force. Elli did teach her new moves, though, such as 'Shadow Bind'. This created a shadow that would slip beneath an opponent and turn into a puddle of black sludge that would trap the opponent's feet, and then long strands of the sludge would lash out to grab the opponent's arms and pull it to its knees.

One stormy day, Elli said he needed to leave for the day since he needed to go trade for a new artifact. Turning his cane into an umbrella and magically packing several large, bulky items into a suitcase that was too small for any of them, he set out with one last reminder to not do anything rash.

GLaDOS and Chell took advantage of this as a day to recuperate after a week of harsh training. All was quiet until the late afternoon, when both suddenly felt the hairs on the backs of their necks stand up. Faint waves of dark magic were coming from outside towards the main part of the city.

"We ought to check that out," Chell immediately suggested.

"No," GLaDOS replied simply.

"Why not?"

The two were in their bedroom, lying on their beds. GLaDOS sat up and turned to face Chell.

"One, whatever's causing those pulses is probably very powerful and will kill us. Two, there's an angel hunter out there who definitely wants to kill you and might even want to kill me," she explained coldly.

A flash of fear crossed Chell's face. "I can take care of myself," she said darkly.

"You're a juvenile," GLaDOS said, "You cannot take care of yourself."

"Just because I'm young doesn't mean I can't win a fight," she countered. When GLaDOS gave her a sharp look, she added, "or be able to escape. I can just teleport like before."

"You haven't been able to teleport since that first time, though," the former AI pointed out.

"I was able to the first time because of stress. I'll be plenty stressed out if I run into him again."

"Or, you may have just gotten lucky."

Chell leapt out of bed and headed for the door. "Fine. I'll just go by myself."

"Wait!" GLaDOS called after her, but the angel did not listen.

'_Stupid little…! I can't let her go by herself…'_ she thought, grudgingly getting up to follow her.

Outside, Chell kept one wing over GLaDOS' head to attempt to keep the rain off of her, though it didn't help very much. They cautiously followed the pulses to their source, keeping a careful eye out for any danger. They found the source to be a bloodbath.

It was downtown, in the midst of a crowded street. Non-magical humans were either running about or being trapped inside of cars as a group of supernatural creatures attacked them. Judging from their human appearance, pale skin, and long fangs, GLaDOS guessed they were vampires, but something was terribly wrong with them. First of all, many of them had bat-like ears and clawed hands, which weren't normal, as most vamps looked almost exactly like humans. Secondly, they were attacking during the day and in the middle of a public area, which broke a major rule in vampire society. Lastly, they weren't sucking their victims' blood, but rather tearing them apart like animals.

"Well… we've found the source of the pulse," GLaDOS said, "And there's nothing we can do about it. Let's go back before any of those things notice us."

However, her voice of reason once again fell on deaf ears. Chell was watching the scene with wide eyes.

"I… I know them…" she whispered.

GLaDOS glanced back at the vamps curiously for a second, but was about to insist once again that they leave when she felt a very dark, powerful presence.

Chell gasped, and GLaDOS whipped around to see one of the vampires, this one with eyes that glowed red-violet, standing directly behind her, holding a syringe full of a thick, black substance that he was rapidly injecting into her. Her skin paled and the veins on the angel's wrists, which were normally only visible as a faint blue, were turning into a deep purple. The vamp pulled the syringe out and the glow in his eyes faded. He looked confused for a second before he collapsed, seemingly dead.

Chell slowly fell to her knees, covering her face with her hands and shaking violently. GLaDOS, with one last look at the vamp to make sure it stopped moving, knelt beside her and cautiously put her hand on her shoulder.

"Are you alright?" she asked gently, "Do you know what this will do to you?" She remembered Chell telling her about something they injected her with that would make her want to kill, and odds are that substance was it. That meant Rattmann was responsible for this, and they were in big trouble.

"Can you fight its effects?" she urged, trying to keep her voice calm to not trigger her anger.

Chell looked up, her eyes tinted red. In a single movement, she tossed GLaDOS aside and leapt into the air. GLaDOS hit the cement sidewalk with a hard crack and lay there, dazed, darkness covering the edges of her vision.

She slowly managed to turn her head to blurrily see Chell hovering in the air, a long black arm covering her actual arm. A figure leapt toward her, probably a vampire, but she easily slashed it out of the air. Nearby, perched on top of a roof, was another figure holding a crossbow. GLaDOS tried to get up but found that she couldn't move. She knew she hit her head, but what if she hit and broke her spine, causing paralysis? Her logic screamed that she couldn't have; even if she did land on her back, that couldn't have been enough force to break her spine, but as she tried and failed again and again to force herself to move, panic began to set in.

Out of the corner of her eye, she saw a figure wearing a trench coat and carrying a cane run toward her. He touched her shoulder and she felt her body relax, able to move again.

"What was that?" she asked hoarsely.

"Fear Lock," Elli replied, "Major intimidation spell. Are you alright?"

"Yes…" she answered, sitting up. Blood was trickling down the side of her head where she hit the sidewalk and her vision still threatened to go black, but by putting her hand over the wound and casting a simple healing spell, the bleeding stopped and her vision returned to normal.

Elli, glancing around and spotting the hunter, gritted his teeth. "I'll take care of the hunter," he said, "You go get Chell's attention and make sure she stays away from him."

He ran off before GLaDOS could protest. Left without a choice, she began to walk back toward Chell.

…

Now he knew what made that angel 'unusually powerful'. It wasn't just strong; it was truly a killing machine.

"I can't let this monster live, poison or no poison," the hunter murmured. From his perch on the roof, he could clearly feel the waves released by it and its slew of attacks and hear the screams of the dying humans and vampires. "I may not have enough poison to kill it in one shot, but all I need to do is weaken it enough to move in and finish it off with a shot to the head…"

Another shriek pierced the air as the creature tore something else apart. For once, the hunter was glad he couldn't see. Suddenly, a powerful blast knocked him off the rooftop. He was able to stop his momentum and land on his feet with a small levitation spell, and could sense something dark moving toward him.

"Quickly!" he ordered, pulling the fairy out of his shirt collar, "Teleport me to the angel!"

…

The angel had landed in the middle of the road and stood with her back to GLaDOS amidst the bodies. She seemed to have calmed down now that everything around her – vamps and humans alike – was dead. The bodies had massive wounds that made them look like they had been mauled by a large bear, probably the work of the black, clawed arm that extended from Chell's arm, similar to the one her younger self used in the Dream Realm.

'_Why does this seem so… familiar?'_ GLaDOS wondered. In the back of her mind, she remembered seeing something very similar to this a long time ago, when she was looking into a lab from a camera in the corner of the room…

At that moment, however, Chell noticed her. With a snarl, the infuriated angel lunged. Without thinking, GLaDOS ran, barely dodging the attack.

She slipped between two buildings only to find it was a dead end. She turned, but Chell had already blocked the exit from the alley. The angle lunged again, this time pinning GLaDOS against the wall. Chell held her by the neck and raised her above her head with one hand, the other preparing to attack with the black arm. As she was about to strike, GLaDOS instinctively turned away, closing her eyes.

For a moment, nothing happened. GLaDOS opened her eyes and realized that Chell was staring at the trail of blood that ran down the side of her face from when she slammed into the sidewalk. The black arm dissipated and Chell released her, backing away. GLaDOS stood up and cautiously approached her. Chell seemed confused and leaned up against the opposite wall of the alley. The red glow of her eyes seemed to fade away a little.

The sound of something being pulled back was heard. GLaDOS glanced toward the alley's entrance to see the hunter pull the trigger. Before she could react, Chell threw her to the ground and fired a sphere of darkness at him. The sphere and the crossbow bolt sliced by each other and kept going, undeterred. The bolt hit Chell's shoulder just as the sphere exploded on the hunter, sending him flying backwards. Chell collapsed, the wound sizzling and slowly expanding around the bolt that was imbedded deep into her. GLaDOS quickly pulled the bolt out of her, but she had already grown very limp and was shaking tremendously. Her skin went from pale to chalky white as the blackish-red blood spilled out of the wound much faster than it should have for a wound of that size. Her eyes rolled to the back of her head and her breathing became quick and shallow.

'_It must have been poisoned…'_ GLaDOS thought, _'There's no way a single hit could bring her down like this…'_

She realized that Chell may die right there very soon; she had no idea how potent the poison was. _'No…' _she thought, _'I need her to get back to my facility. I need her to find that lab. I need her.'_ She felt power begin to surge up from within her. _'Nothing can keep me from my facility or my research. I won't let her die here. I won't let him kill her!'_

Her eyes began to glow gold and golden light began to swirl around her, reaching up towards the sky.

…

As the hunter struggled to stand up after the angel's attack, he was blown back down by another, different force. The alley was suddenly radiating with power. He could sense that the source of it must have been the angel's friend – the supposed human whose soul was different from any he had felt before. He could feel her power targeting him, crushing down on him. He began to feel small and insignificant, and began to rapidly back away from her. He could feel her gathering power to prepare for an attack, but didn't have the will to dodge; after all, his life meant nothing. He should just die here…

"Oh dear, it seems I'm too late…" came a male voice. The hunter sensed the dark presence of the guy who knocked him off the building. He felt the man strike the ground with the bottom of some sort of staff and yet another wave of magic was sent out. This one swept the other spell away, and there was a thud as the 'human' creating the spell hit the ground. The feeling of worthlessness faded.

"I suggest you leave this little fledgling and her friend alone, hunter," the man said with a threatening tone, "Or else I'll teach you a historical lesson on the darkest creature to ever walk the Earth."

Momentarily forgetting about the angel he set out to kill, the hunter fled.

…

Her rage fading, GLaDOS watched, barely conscious, as Elli approached, the silver ball atop his cane casting an eerie red glow. He checked her for only a second before moving on to Chell, who was in much deeper trouble.

GLaDOS forced herself to sit up, despite the rising nausea. "Is she alright?" she asked softly.

"Of course not," Elli replied casually, "She was just hit with a crossbow bolt covered in a toxin that can make anything very sick, but is especially deadly to angels. However," he picked the now passed out angel up and turned to her, "The dose was, for some reason, not completely lethal. Can you stand up?"

"Barely," she muttered, still struggling to get up.

"Good," he said, "I can't carry both of you. Now, grab onto my coat."

She more accurately leaned against him, but it only took a second for all three of them to teleport into Chell and GLaDOS' bedroom, where she collapsed on her bed while Elli gently set Chell down on hers.

Chell suddenly woke up and, her eyes still tinted with a fain red glow, began to struggle against him as Elli tried to perform a healing spell.

"Calm down, little fledgling," he grunted as he fought to hold her down, releasing a calming spell.

"You… I recognize you now…" she suddenly hissed as she stopped struggling.

"What?" he whispered, pausing.

"You… You were the one who helped me that night… after I killed the vampire-werewolf thing, weren't you?" she said, her eyes narrowing.

"I…" he began, looking uncertain for the first time since Chell and GLaDOS met him.

"Well?" GLaDOS said darkly, forcing herself to sit back up.

Elli composed himself. "Yes, I was the one who helped you. Doing so caused me to get fired, and getting fired in Rattmann's lab meant getting thrown in the test chamber to be killed by some experiment. So, I ran."

"Then you lied to us," GLaDOS accused.

"My only lie was when I said I read your minds," he explained calmly as he returned to healing Chell's wound, "You can't just read someone's mind and know everything about them without them noticing. I knew about you from the time I spent working in Aperture."

"Why are you helping us, then?" she asked suspiciously. Glancing at the now silent angel, she realized Elli's calming spell was putting Chell into some sort of sleep-like trance.

"Simple," he replied in his usual cheery way, "One – I wanted the sword, and two – Rattmann wants to kill me, and you want to kill Rattmann, so by helping you kill him, I won't have to worry about him killing me."

Elli completed the healing spell, which left the wound mostly closed and stopped the bleeding, and began to bandage the wound while GLaDOS silently watched. When he finished, he stood up and, turning to her, said, "Keep an eye on her. If she starts thrashing or something, go up the stairs and knock on my door. I'll explain everything in the morning."

**A/N: I managed to get this chapter out just before school started! (Small burst of confetti, unenthusiastic party horn) Anyway, it looks like we're nearing the end of this fic. We only have one or two more chapters.**

**That bit at the beginning should probably be moved back a chapter or two so there's no confusion about when that happened and I wouldn't have to do the **_**'Earlier… Presently…'**_** thing to show that it happened a few days before the actual chapter.**


End file.
